Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Entity Listings [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Entity File Number | 1-8572 | |
Entity Registrant Name | TRIBUNE MEDIA COMPANY | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-1880355 | |
Entity Address, Address Line One | 515 North State Street, | |
Entity Address, City or Town | Chicago, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60654 | |
City Area Code | 312) | |
Local Phone Number | 222-3394 | |
Title of 12(b) Security | Class A Common Stock, par value $0.001 per share | |
Trading Symbol | TRCO | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Central Index Key | 0000726513 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Common Class A | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 88,405,196 | |
Common Class B | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,557 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Operating Revenues | |||||
Total operating revenues | $ 484,036 | $ 489,358 | $ 939,024 | $ 932,993 | |
Operating Expenses | |||||
Programming | 134,083 | 111,635 | 253,970 | 212,376 | |
Direct operating expenses | 98,087 | 98,817 | 197,250 | 200,205 | |
Selling, general and administrative | 129,700 | 125,878 | 262,962 | 257,834 | |
Depreciation | 13,867 | 13,281 | 26,819 | 27,056 | |
Amortization | 35,018 | 41,681 | 70,039 | 83,368 | |
Gain on sales of spectrum | 0 | 0 | 0 | (133,197) | |
Total operating expenses | 410,755 | 391,292 | 811,040 | 647,642 | |
Operating Profit | [1] | 73,281 | 98,066 | 127,984 | 285,351 |
Income on equity investments, net | 46,527 | 52,568 | 92,212 | 91,705 | |
Interest income | 7,726 | 2,336 | 13,973 | 4,234 | |
Interest expense | (43,777) | (41,990) | (87,392) | (82,621) | |
Pension and other postretirement periodic benefit credit, net | 4,524 | 6,985 | 9,154 | 14,069 | |
Gain on investment transactions | 0 | 0 | 86,272 | 3,888 | |
Other non-operating gain (loss), net | 80 | (26) | (1,543) | 91 | |
Reorganization items, net | (876) | (685) | (2,194) | (1,578) | |
Income Before Income Taxes | 87,485 | 117,254 | 238,466 | 315,139 | |
Income tax expense | 23,835 | 32,816 | 61,612 | 89,518 | |
Net Income | 63,650 | 84,438 | 176,854 | 225,621 | |
Net loss attributable to noncontrolling interests | 7 | 4 | 11 | 10 | |
Net Income attributable to Tribune Media Company | $ 63,657 | $ 84,442 | $ 176,865 | $ 225,631 | |
Earnings Per Share | |||||
Basic | $ 0.72 | $ 0.96 | $ 2.01 | $ 2.58 | |
Diluted | $ 0.71 | $ 0.96 | $ 1.98 | $ 2.55 | |
Corporate and Other | |||||
Operating Revenues | |||||
Total operating revenues | $ 1,479 | $ 2,941 | $ 3,040 | $ 5,874 | |
Operating Expenses | |||||
Depreciation | 1,803 | 2,340 | 3,693 | 5,245 | |
Operating Profit | [1] | (26,322) | (21,701) | (51,544) | (46,268) |
Television and Entertainment | |||||
Operating Revenues | |||||
Total operating revenues | $ 482,557 | $ 486,417 | $ 935,984 | $ 927,119 | |
[1] | (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 63,650 | $ 84,438 | $ 176,854 | $ 225,621 |
Change in unrecognized benefit plan gains and losses arising during the period, net of taxes of $(1,001) and $(1,327) for the three months and six months ended June 30, 2019 and June 30, 2018, respectively | (2,885) | (3,827) | (2,885) | (3,827) |
Adjustment for previously unrecognized benefit plan gains and losses included in net income, net of taxes of $(14) and $(13) for the three months ended June 30, 2019 and June 30, 2018, respectively, and $(33) and $(29) for the six months ended June 30, 2019 and June 30, 2018, respectively | (38) | (37) | (92) | (83) |
Change in unrecognized benefit plan gains and losses, net of taxes | (2,923) | (3,864) | (2,977) | (3,910) |
Unrealized gains and losses, net of taxes of $(2,585) and $975 for the three months ended June 30, 2019 and June 30, 2018, respectively, and $(4,325) and $3,571 for the six months ended June 30, 2019 and June 30, 2018, respectively | (7,454) | 2,810 | (12,472) | 10,297 |
Gains and losses reclassified to net income, net of taxes of $(73) and $112 for the three months ended June 30, 2019 and June 30, 2018, respectively, and $(147) and $326 for the six months ended June 30, 2019 and June 30, 2018, respectively | (212) | 325 | (424) | 941 |
Change in unrecognized gains and losses on cash flow hedging instruments, net of taxes | (7,666) | 3,135 | (12,896) | 11,238 |
Change in foreign currency translation adjustments, net of taxes of $(3) and $67 for the three months ended June 30, 2019 and June 30, 2018, respectively, and $(8) and $58 for the six months ended June 30, 2019 and June 30, 2018 | 203 | (702) | (125) | (267) |
Other Comprehensive Income (Loss), net of taxes | (10,386) | (1,431) | (15,998) | 7,061 |
Comprehensive Income | 53,264 | 83,007 | 160,856 | 232,682 |
Comprehensive loss attributable to noncontrolling interests | 7 | 4 | 11 | 10 |
Comprehensive Income Attributable to Tribune Media Company | $ 53,271 | $ 83,011 | $ 160,867 | $ 232,692 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Taxes on Change in unrecognized benefit plan losses arising during the period | $ (1,001) | $ (1,327) | $ (1,001) | $ (1,327) |
Taxes on Adjustment for previously unrecognized benefit plan gains and losses included in net income | (14) | (13) | (33) | (29) |
Taxes on Change in unrealized gains and losses on cash flow hedging instrument arising during the period | (2,585) | 975 | (4,325) | 3,571 |
Taxes on gains and losses on cash flow hedging instrument reclassified to net income | (73) | 112 | (147) | 326 |
Taxes on Change in foreign currency translation adjustments | $ (3) | $ 67 | $ (8) | $ 58 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Current Assets | |||
Cash and cash equivalents | $ 1,314,108 | $ 1,063,041 | |
Restricted cash and cash equivalents | 16,607 | 16,607 | |
Accounts receivable (net of allowances of $3,662 and $4,461) | 421,309 | 416,938 | |
Broadcast rights | 72,598 | 98,269 | |
Income taxes receivable | 17,607 | 23,922 | |
Prepaid expenses | 27,009 | 19,444 | |
Other | 8,865 | 7,509 | |
Total current assets | 1,878,103 | 1,645,730 | |
Properties | |||
Property, plant and equipment | 646,743 | 687,377 | |
Accumulated depreciation | (285,262) | (266,078) | |
Net properties | 361,481 | 421,299 | |
Other Assets | |||
Broadcast rights | 70,027 | 95,876 | |
Operating lease right-of-use assets | 196,408 | 0 | |
Goodwill | 3,228,547 | 3,228,601 | |
Other intangible assets, net | 1,370,614 | 1,442,456 | |
Assets held for sale | [1] | 62,789 | 0 |
Investments | 1,154,700 | 1,264,437 | |
Other | 140,111 | 152,992 | |
Total other assets | 6,223,196 | 6,184,362 | |
Total Assets (1) | [2] | 8,462,780 | 8,251,391 |
Current Liabilities | |||
Accounts payable | 42,502 | 44,897 | |
Income taxes payable | 55,509 | 9,973 | |
Employee compensation and benefits | 57,360 | 79,482 | |
Contracts payable for broadcast rights | 212,046 | 232,687 | |
Deferred revenue | 13,867 | 12,508 | |
Interest payable | 30,652 | 30,086 | |
Operating lease liabilities (Note 3) | 19,904 | 0 | |
Other | 53,876 | 42,160 | |
Total current liabilities | 485,716 | 451,793 | |
Non-Current Liabilities | |||
Long-term debt (net of unamortized discounts and debt issuance costs of $25,995 and $29,434) | 2,929,522 | 2,926,083 | |
Deferred income taxes | 516,216 | 573,924 | |
Contracts payable for broadcast rights | 171,143 | 233,275 | |
Pension obligations, net | 374,964 | 380,322 | |
Postretirement, medical, life and other benefits | 8,452 | 8,298 | |
Operating lease liabilities | 192,378 | 0 | |
Other obligations | 117,872 | 154,599 | |
Total non-current liabilities | 4,310,547 | 4,276,501 | |
Total Liabilities (1) | [2] | 4,796,263 | 4,728,294 |
Commitments and Contingent Liabilities | |||
Shareholders’ Equity | |||
Preferred stock | 0 | 0 | |
Common Stock | 102 | 102 | |
Treasury stock, at cost: 14,102,185 shares at June 30, 2019 and December 31, 2018 | (632,194) | (632,194) | |
Additional paid-in-capital | 4,045,530 | 4,031,233 | |
Retained earnings | 368,621 | 223,734 | |
Accumulated other comprehensive loss | (120,965) | (104,967) | |
Total Tribune Media Company shareholders’ equity | 3,661,094 | 3,517,908 | |
Noncontrolling interests | 5,423 | 5,189 | |
Total shareholders’ equity | 3,666,517 | 3,523,097 | |
Total Liabilities and Shareholders’ Equity | 8,462,780 | 8,251,391 | |
Class A Common Stock | |||
Shareholders’ Equity | |||
Common Stock | 102 | 102 | |
Total shareholders’ equity | 102 | 102 | |
Class B Common Stock | |||
Shareholders’ Equity | |||
Common Stock | 0 | 0 | |
Total shareholders’ equity | $ 0 | $ 0 | |
[1] | (2) See Note 2 for information regarding assets held for sale. | ||
[2] | (1) The Company’s consolidated total assets as of June 30, 2019 and December 31, 2018 include total assets of variable interest entities (“VIEs”) of $66 million and $73 million , respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of June 30, 2019 and December 31, 2018 include total liabilities of the VIEs of $26 million and $28 million , respectively, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Allowance for Doubtful Accounts | $ 3,662 | $ 4,461 | |
Preferred stock par value (usd per share) | $ 0.001 | $ 0.001 | |
Preferred stock authorized for issuance, shares | 40,000,000 | 40,000,000 | |
Preferred stock shares issued | 0 | 0 | |
Preferred stock shares outstanding | 0 | 0 | |
Treasury stock issued, shares | 14,102,185 | 14,102,185 | |
Assets | [1] | $ 8,462,780 | $ 8,251,391 |
Liabilities | [1] | $ 4,796,263 | $ 4,728,294 |
Class A Common Stock | |||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | |
Common stock, authorized for issuance, shares | 1,000,000,000,000,000 | 1,000,000,000 | |
Common stock issued, shares | 102,498,285 | 101,790,837 | |
Common stock outstanding, shares | 88,396,100 | 87,688,652 | |
Class B Common Stock | |||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | |
Common stock, authorized for issuance, shares | 1,000,000,000,000,000 | 1,000,000,000 | |
Common stock issued, shares | 5,557 | 5,557 | |
Common stock outstanding, shares | 5,557 | 5,557 | |
Senior Secured Credit Agreement | Term Loan Facility | |||
Debt instrument, unamortized discount and debt issuance costs | $ 18,000 | $ 20,000 | |
Noncurrent | Senior Secured Credit Agreement | Term Loan Facility | |||
Debt instrument, unamortized discount and debt issuance costs | 25,995 | 29,434 | |
Variable Interest Entity, Primary Beneficiary | |||
Assets | 66,000 | 73,000 | |
Liabilities | $ 26,000 | $ 28,000 | |
[1] | (1) The Company’s consolidated total assets as of June 30, 2019 and December 31, 2018 include total assets of variable interest entities (“VIEs”) of $66 million and $73 million , respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of June 30, 2019 and December 31, 2018 include total liabilities of the VIEs of $26 million and $28 million , respectively, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidated Statem_4
Condensed Consolidated Statement Of Shareholders' Equity - USD ($) $ in Thousands | Total | Regular Cash Dividend | Class A Common Stock | Class B Common Stock | Retained Earnings | Retained EarningsRegular Cash Dividend | Accumulated Other Comprehensive Loss | Additional Paid-In Capital | Additional Paid-In CapitalRegular Cash Dividend | Treasury Stock | Non- controlling Interests |
Beginning Balance at Dec. 31, 2017 | $ 3,217,180 | $ 101 | $ 0 | $ (114,240) | $ (48,061) | $ 4,011,530 | $ (632,194) | $ 44 | |||
Beginning balance, Shares at Dec. 31, 2017 | 101,429,999 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 141,183 | ||||||||||
Net Income attributable to Tribune Media Company | 141,189 | ||||||||||
Net loss attributable to noncontrolling interests | (6) | ||||||||||
Other comprehensive income (loss), net of taxes | 8,492 | 8,492 | |||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 149,675 | ||||||||||
Regular dividends declared to shareholders and warrant holders, $0.25 per share | $ (21,922) | $ (22,243) | $ 321 | ||||||||
Stock-based compensation | 5,114 | 5,114 | |||||||||
Net share settlements of stock-based awards | (4,912) | $ 1 | (4,913) | ||||||||
Net share settlements of stock-based awards, shares | 283,545 | ||||||||||
Ending balance, Shares at Mar. 31, 2018 | 101,713,544 | 5,557 | |||||||||
Ending Balance at Mar. 31, 2018 | 3,345,135 | $ 102 | $ 0 | 4,706 | (39,569) | 4,012,052 | (632,194) | 38 | |||
Beginning Balance at Dec. 31, 2017 | 3,217,180 | $ 101 | $ 0 | (114,240) | (48,061) | 4,011,530 | (632,194) | 44 | |||
Beginning balance, Shares at Dec. 31, 2017 | 101,429,999 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 225,621 | ||||||||||
Net Income attributable to Tribune Media Company | 225,631 | ||||||||||
Net loss attributable to noncontrolling interests | (10) | ||||||||||
Other comprehensive income (loss), net of taxes | 7,061 | ||||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 232,682 | ||||||||||
Ending balance, Shares at Jun. 30, 2018 | 101,727,977 | 5,557 | |||||||||
Ending Balance at Jun. 30, 2018 | 3,411,382 | $ 102 | $ 0 | 66,920 | (41,000) | 4,017,522 | (632,194) | 32 | |||
Beginning Balance at Mar. 31, 2018 | 3,345,135 | $ 102 | $ 0 | 4,706 | (39,569) | 4,012,052 | (632,194) | 38 | |||
Beginning balance, Shares at Mar. 31, 2018 | 101,713,544 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 84,438 | ||||||||||
Net Income attributable to Tribune Media Company | 84,442 | 84,442 | |||||||||
Net loss attributable to noncontrolling interests | (4) | (4) | |||||||||
Other comprehensive income (loss), net of taxes | (1,431) | (1,431) | |||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 83,007 | ||||||||||
Regular dividends declared to shareholders and warrant holders, $0.25 per share | (21,925) | (22,228) | 303 | ||||||||
Stock-based compensation | 5,397 | 5,397 | |||||||||
Net share settlements of stock-based awards | (230) | $ 0 | (230) | ||||||||
Net share settlements of stock-based awards, shares | 14,433 | ||||||||||
Distribution to noncontrolling interest, net | (2) | (2) | |||||||||
Ending balance, Shares at Jun. 30, 2018 | 101,727,977 | 5,557 | |||||||||
Ending Balance at Jun. 30, 2018 | 3,411,382 | $ 102 | $ 0 | 66,920 | (41,000) | 4,017,522 | (632,194) | 32 | |||
Beginning Balance at Dec. 31, 2018 | 3,523,097 | $ 102 | $ 0 | 223,734 | (104,967) | 4,031,233 | (632,194) | 5,189 | |||
Beginning balance, Shares at Dec. 31, 2018 | 101,790,837 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 113,204 | ||||||||||
Net Income attributable to Tribune Media Company | 113,208 | ||||||||||
Net loss attributable to noncontrolling interests | (4) | ||||||||||
Other comprehensive income (loss), net of taxes | (5,612) | (5,612) | |||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 107,592 | ||||||||||
Regular dividends declared to shareholders and warrant holders, $0.25 per share | (22,061) | (22,349) | 288 | ||||||||
Stock-based compensation | 5,418 | 5,418 | |||||||||
Net share settlements of stock-based awards | (1,279) | $ 0 | (1,279) | ||||||||
Net share settlements of stock-based awards, shares | 558,474 | ||||||||||
Cumulative effect of a change in accounting principle | 12,808 | 12,808 | |||||||||
Contributions from noncontrolling interest | 190 | 190 | |||||||||
Ending balance, Shares at Mar. 31, 2019 | 102,349,311 | 5,557 | |||||||||
Ending Balance at Mar. 31, 2019 | 3,625,765 | $ 102 | $ 0 | 327,401 | (110,579) | 4,035,660 | (632,194) | 5,375 | |||
Beginning Balance at Dec. 31, 2018 | 3,523,097 | $ 102 | $ 0 | 223,734 | (104,967) | 4,031,233 | (632,194) | 5,189 | |||
Beginning balance, Shares at Dec. 31, 2018 | 101,790,837 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 176,854 | ||||||||||
Net Income attributable to Tribune Media Company | 176,865 | ||||||||||
Net loss attributable to noncontrolling interests | (11) | ||||||||||
Other comprehensive income (loss), net of taxes | (15,998) | ||||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 160,856 | ||||||||||
Ending balance, Shares at Jun. 30, 2019 | 102,498,285 | 5,557 | |||||||||
Ending Balance at Jun. 30, 2019 | 3,666,517 | $ 102 | $ 0 | 368,621 | (120,965) | 4,045,530 | (632,194) | 5,423 | |||
Beginning Balance at Mar. 31, 2019 | 3,625,765 | $ 102 | $ 0 | 327,401 | (110,579) | 4,035,660 | (632,194) | 5,375 | |||
Beginning balance, Shares at Mar. 31, 2019 | 102,349,311 | 5,557 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 63,650 | ||||||||||
Net Income attributable to Tribune Media Company | 63,657 | 63,657 | |||||||||
Net loss attributable to noncontrolling interests | (7) | (7) | |||||||||
Other comprehensive income (loss), net of taxes | (10,386) | (10,386) | |||||||||
Comprehensive income, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 53,264 | ||||||||||
Regular dividends declared to shareholders and warrant holders, $0.25 per share | $ (22,114) | $ (22,437) | $ 323 | ||||||||
Stock-based compensation | 5,502 | 5,502 | |||||||||
Net share settlements of stock-based awards | 4,045 | $ 0 | 4,045 | ||||||||
Net share settlements of stock-based awards, shares | 148,974 | ||||||||||
Contributions from noncontrolling interest | 55 | 55 | |||||||||
Ending balance, Shares at Jun. 30, 2019 | 102,498,285 | 5,557 | |||||||||
Ending Balance at Jun. 30, 2019 | $ 3,666,517 | $ 102 | $ 0 | $ 368,621 | $ (120,965) | $ 4,045,530 | $ (632,194) | $ 5,423 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement Of Shareholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Regular Cash Dividend | ||||||
Dividends declared per common share (usd per share) | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.50 | $ 0.50 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Operating Activities | |||||||
Net Income | $ 63,650 | $ 113,204 | $ 84,438 | $ 141,183 | $ 176,854 | $ 225,621 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Stock-based compensation | 6,000 | 5,000 | 10,920 | 10,511 | |||
Pension credit and contributions | (8,661) | (38,027) | |||||
Depreciation | 13,867 | 13,281 | 26,819 | 27,056 | |||
Amortization of other intangible assets | 70,039 | 83,368 | |||||
Income on equity investments, net | (46,527) | (52,568) | (92,212) | (91,705) | |||
Distributions from equity investments | 181,461 | 158,926 | |||||
Amortization of debt issuance costs and original issue discount | 3,688 | 3,718 | |||||
Gain on sales of spectrum (Note 8) | 0 | 0 | 0 | (133,197) | |||
Gain on investment transactions | (86,272) | (3,888) | |||||
Spectrum repack reimbursements | (5,947) | (1,698) | |||||
Other non-operating loss (gain), net | 846 | (91) | |||||
Changes in working capital items: | |||||||
Accounts receivable, net | (4,910) | 12,917 | |||||
Prepaid expenses and other current assets | (8,327) | (16,825) | |||||
Accounts payable | 1,267 | (1,857) | |||||
Employee compensation and benefits, accrued expenses and other current liabilities | (21,461) | (13,993) | |||||
Deferred revenue | 1,359 | 2,801 | |||||
Income taxes | 51,853 | 7,271 | |||||
Change in broadcast rights, net of liabilities | (31,253) | (28,612) | |||||
Deferred income taxes | (56,631) | 17,405 | |||||
Other, net | 831 | 1,240 | |||||
Net cash provided by operating activities | 210,263 | 220,941 | |||||
Investing Activities | |||||||
Capital expenditures | (17,229) | (11,274) | (30,607) | (24,947) | |||
Spectrum repack reimbursements | 5,947 | 1,698 | |||||
Proceeds from the sales of investments | 107,547 | 3,890 | |||||
Other, net | (919) | 1,615 | |||||
Net cash provided by (used in) investing activities | 81,968 | (17,744) | |||||
Financing Activities | |||||||
Payments of dividends | (44,175) | (43,847) | |||||
Tax withholdings related to net share settlements of share-based awards | (8,630) | (5,723) | |||||
Proceeds from stock option exercises | 11,396 | 581 | |||||
Contribution from/(distributions to) noncontrolling interests | 245 | (2) | |||||
Net cash used in financing activities | (41,164) | (48,991) | |||||
Net Increase in Cash, Cash Equivalents and Restricted Cash | 251,067 | 154,206 | |||||
Cash, cash equivalents and restricted cash, beginning of period | $ 1,079,648 | $ 691,251 | 1,079,648 | 691,251 | $ 691,251 | ||
Cash, cash equivalents and restricted cash, end of period | 1,330,715 | 845,457 | 1,330,715 | 845,457 | 1,079,648 | ||
Cash, Cash Equivalents and Restricted Cash are Comprised of: | |||||||
Cash and cash equivalents | 1,314,108 | 828,850 | 1,314,108 | 828,850 | 1,063,041 | ||
Restricted cash and cash equivalents | 16,607 | 16,607 | 16,607 | 16,607 | 16,607 | ||
Cash, cash equivalents and restricted cash, end of period | $ 1,330,715 | $ 845,457 | 1,330,715 | 845,457 | $ 1,079,648 | ||
Supplemental Schedule of Cash Flow Information | |||||||
Interest | 83,075 | 79,027 | |||||
Income taxes, net | $ 65,347 | $ 64,294 |
Basis Of Presentation And Signi
Basis Of Presentation And Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE 1: BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Presentation —All references to Tribune Media Company or Tribune Company in the accompanying unaudited condensed consolidated financial statements encompass the historical operations of Tribune Media Company and its subsidiaries (collectively, the “Company”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K. In the opinion of management, the financial statements contain all adjustments necessary to state fairly the financial position of the Company as of June 30, 2019 and the results of operations and cash flows for the three and six months ended June 30, 2019 and June 30, 2018 . All adjustments reflected in the accompanying unaudited condensed consolidated financial statements, which management believes necessary to state fairly the financial position, results of operations and cash flows, have been reflected and are of a normal recurring nature. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Nexstar Merger Agreement —On November 30, 2018, the Company entered into an Agreement and Plan of Merger (the “Nexstar Merger Agreement”) with Nexstar Media Group, Inc. (“Nexstar”) and Titan Merger Sub, Inc. (the “Nexstar Merger Sub”) providing for the acquisition by Nexstar of all of the outstanding shares of the Company’s Class A common stock (“Class A Common Stock”) and Class B common stock (“Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”), by means of a merger of Nexstar Merger Sub with and into Tribune Media Company, with the Company surviving the merger as a wholly-owned subsidiary of Nexstar (the “Nexstar Merger”). In the Nexstar Merger, each share of Common Stock issued and outstanding immediately prior to the effective time of the Nexstar Merger (the “Effective Time”) (other than shares held by (i) any Tribune subsidiary, Nexstar or any Nexstar subsidiary or (ii) Tribune shareholders who have not voted in favor of adopting the Nexstar Merger Agreement and who have demanded and perfected (and not validly withdrawn or waived) their appraisal rights in compliance with Section 262 of the DGCL) will be converted into the right to receive a cash payment of $46.50 (the “base merger consideration”), plus, if the Nexstar Merger closes after August 31, 2019 (the “Adjustment Date”), an additional amount in cash equal to (a) (i) $0.009863 multiplied by (ii) the number of calendar days elapsed after Adjustment Date to and including the date on which the Nexstar Merger closes, minus (b) the amount of any dividends declared by the Company after the Adjustment Date with a record date prior to the date on which the Nexstar Merger closes, in each case, without interest and less any required withholding taxes (the “additional per share consideration,” and together with the base merger consideration, the “Nexstar Merger Consideration”). The additional per share consideration will not be less than zero. Each option to purchase shares of Common Stock outstanding as of immediately prior to the Effective Time, whether or not vested or exercisable, will be cancelled and converted into the right to receive, for each share of Common Stock subject to such stock option, a cash payment equal to the excess, if any, of the value of the Nexstar Merger Consideration over the exercise price per share of such stock option, without any interest and subject to all applicable withholding. Any stock option that has an exercise price per share that is greater than or equal to the Nexstar Merger Consideration will be cancelled for no consideration or payment. Each award of restricted stock units outstanding as of immediately prior to the Effective Time, whether or not vested, will immediately vest and be cancelled and converted into the right to receive a cash payment equal to the product of the total number of shares of Common Stock underlying such restricted stock unit multiplied by the Nexstar Merger Consideration, without any interest and subject to all applicable withholding (the “RSU Consideration”), except that each award of restricted stock units granted to an employee on or after December 1, 2018 (other than restricted stock units required to be granted pursuant to employment agreements or offer letters) (“Annual Tribune RSUs”) that has vested as of the Effective Time of the Nexstar Merger will be cancelled and converted into the right to receive the RSU Consideration and any Annual Tribune RSUs that remain unvested as of the Effective Time of the Nexstar Merger will be cancelled for no consideration or payment. Each award of performance stock units outstanding as of immediately prior to the Effective Time, whether or not vested, will immediately vest (with performance conditions for each open performance period as of the closing date deemed achieved at the applicable “target” level performance for such performance stock units) and be cancelled and converted into the right to receive a cash payment equal to the product of the total number of shares of Common Stock underlying such performance stock units multiplied by the Nexstar Merger Consideration, without any interest and subject to all applicable withholding. Each outstanding award of deferred stock units outstanding as of immediately prior to the Effective Time will be cancelled and converted into the right to receive a cash payment equal to the product of the total number of shares of Common Stock underlying such deferred stock units multiplied by the Nexstar Merger Consideration, without interest and subject to all applicable withholding. Each unexercised warrant to purchase shares of Common Stock outstanding as of immediately prior to the Effective Time will be assumed by Nexstar and converted into a warrant exercisable for the Nexstar Merger Consideration which the shares of Common Stock underlying such warrant would have been entitled to receive upon consummation of the Nexstar Merger and otherwise upon the same terms and conditions of such warrant immediately prior to the Effective Time. The consummation of the Nexstar Merger is subject to the satisfaction or waiver of certain customary conditions, including, among others: (i) the adoption of the Nexstar Merger by holders of a majority of the Company’s outstanding Common Stock, (ii) the receipt of approval from the Federal Communications Commission (the “FCC”) (the “FCC Approval”) and the expiration or termination of the waiting period applicable to the Nexstar Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) (the “HSR Approval”) and (iii) the absence of any order or law of any governmental authority that prohibits or makes illegal the consummation of the Nexstar Merger. The Company’s and Nexstar’s respective obligations to consummate the Nexstar Merger are also subject to certain additional customary conditions, including (i) the accuracy of the representations and warranties of the other party (generally subject to a “material adverse effect” standard), (ii) performance by the other party of its covenants in the Nexstar Merger Agreement in all material respects and (iii) with respect to Nexstar’s obligation to consummate the Nexstar Merger, since the date of the Nexstar Merger Agreement, no material adverse effect with respect to the Company having occurred. The applications for FCC approval (the “Merger Applications”) were filed on January 7, 2019. On February 14, 2019, the FCC issued a public notice of filing of the Merger Applications which set deadlines for petitions to deny the applications, oppositions to petitions to deny and replies to oppositions to petitions to deny. On February 7, 2019, the Company received a request for additional information and documentary material, often referred to as a “second request,” from the United States Department of Justice (the “DOJ”) in connection with the Nexstar Merger Agreement. The second request was issued under the HSR Act. Nexstar received a substantively identical request for additional information and documentary material from the DOJ in connection with the transactions contemplated by the Nexstar Merger Agreement. Consummation of the transactions contemplated by the Nexstar Merger Agreement is conditioned on expiration of the waiting period applicable under the HSR Act, among other conditions. Issuance of the second request extends the waiting period under the HSR Act until 30 days after Nexstar and the Company have substantially complied with the second request, unless the waiting period is terminated earlier by the DOJ or the parties voluntarily extend the time for closing. On July 31, 2019, the DOJ and the States and Commonwealths of Illinois, Pennsylvania and Virginia filed a complaint and proposed settlement in the U.S. District Court for the District of Columbia by requiring Nexstar and the Company to divest broadcast television stations in 13 Designated Market Areas as a condition of closing the Nexstar Merger. This proposed settlement allows the Nexstar Merger to proceed once the court has signed the Hold Separate Stipulation and Order, subject to the closing conditions contained in the Nexstar Merger Agreement, including approval by the FCC. On March 12, 2019, holders of a majority of the outstanding shares of the Company’s Class A Common Stock and Class B Common Stock, voting as a single class, voted on and approved the Nexstar Merger Agreement at a duly called special meeting of Tribune Media Company shareholders. On March 20, 2019, in connection with its divestiture obligations under the Nexstar Merger Agreement, Nexstar entered into definitive asset purchase agreements with TEGNA Inc. (“TEGNA”) and The E.W. Scripps Company (“Scripps”) to sell a total of 19 stations (including 10 Tribune Media Company-owned stations, as well as 3 stations to which the Company provides certain services (WTKR-TV, Norfolk, VA, WGNT-TV, Portsmouth, VA and WNEP-TV, Scranton, PA, collectively, the “Dreamcatcher Stations”)) in 15 markets to TEGNA and Scripps following the completion of the Nexstar Merger (the “Nexstar Transactions”). Additionally, on April 8, 2019, Nexstar entered into a definitive agreement with Circle City Broadcasting I, Inc. (“CCB”) to sell 2 Nexstar stations to CCB following the completion of the Nexstar Merger. The consummation of each transaction is subject to the satisfaction or waiver of certain customary conditions, including, among others, (i) the closing of the transactions contemplated by the Nexstar Merger Agreement, (ii) the receipt of approval from the FCC and the DOJ and the expiration or termination of any waiting period applicable to such transaction under the HSR Act and (iii) the absence of certain legal impediments to the consummation of such transaction. On April 15, 2019, the Federal Trade Commission issued an early termination notice with respect to the waiting period applicable under the HSR Act in connection with the transaction with Scripps. On April 2, 2019, the Company exercised an option with Dreamcatcher Broadcasting LLC (“Dreamcatcher”) to repurchase the Dreamcatcher Stations, to be consummated substantially concurrent with the closing of the Nexstar Merger (the “Dreamcatcher Repurchase”). Following the consummation of the Dreamcatcher Repurchase, the Dreamcatcher Stations are expected to be sold to TEGNA and Scripps in connection with the Nexstar Merger. In the event the Company is unable to consummate the Nexstar Merger, the Company may rescind its option to repurchase the Dreamcatcher stations. Applications seeking FCC consent to station divestitures necessary to obtain the FCC Approval (the “Divestiture Applications”) were filed on April 3, 2019, April 8, 2019, April 10, 2019 and April 16, 2019. On April 26, 2019, the FCC issued a public notice of the filing of the Divestiture Applications which set deadlines for petitions to deny the applications, oppositions to petitions to deny and replies to oppositions to petitions to deny. The Nexstar Merger Agreement may be terminated at any time prior to the Effective Time: (i) by mutual written consent of Nexstar and the Company; (ii) by either Nexstar or the Company (a) if the Effective Time has not occurred on or before November 30, 2019, provided that (x) if, on the initial end date, any of the conditions to the consummation of the Nexstar Merger related to the HSR Approval or the FCC Approval have not been satisfied, but all other conditions the consummation of the Nexstar Merger have been satisfied or waived or capable of being satisfied, then the end date will be automatically extended to February 29, 2020 and (y) in the event the marketing period for the debt financing for the transaction has commenced but has not completed by the end date, the end date may be extended (or further extended) by Nexstar on one occasion in its sole discretion by providing written notice thereof to the Company at least one business day prior to the end date until the date that is four business days after the last scheduled expiration date of the marketing period (unless the failure of the Effective Time to occur before the end date was primarily due to such party’s breach of any of its obligations under the Nexstar Merger Agreement), (b) if any governmental authority of competent jurisdiction has issued an order permanently prohibiting the consummation of the Nexstar Merger and such order has become final and non-appealable (unless such order was primarily attributable to such party’s breach of the Nexstar Merger Agreement); and (iii) by either Nexstar or the Company in certain circumstances, as described in the Nexstar Merger Agreement. As further described in Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , the Company must pay Nexstar a termination fee of $135 million if the Company or Nexstar terminate the Nexstar Merger Agreement in certain circumstances, except that such termination fee may be reduced by any previously paid amounts relating to the documented, out-of-pocket expenses of Nexstar in an amount not to exceed $15 million . Change in Accounting Principles —In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Subtopic 842).” The new guidance requires lessees to recognize assets and liabilities arising from leases as well as extensive quantitative and qualitative disclosures. A lessee needs to recognize on its balance sheet a right-of-use asset and a lease liability for the majority of its leases (other than leases with a term of less than 12 months). The lease liabilities should be equal to the present value of lease payments not yet paid. The right-of-use asset is measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. In January 2018, the FASB issued ASU No. 2018-01, “Leases (Topic 842) - Land Easement Practical Expedient for Transition to Topic 842,” which provides an optional transition practical expedient to not evaluate under Topic 842 existing or expired land easements that were not previously accounted for as leases under the current leases guidance in Topic 840. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU No. 2018-11, “Leases (Topic 842), Targeted Improvements,” which affect certain aspects of the previously issued guidance including an additional transition method as well as a new practical expedient for lessors. In December 2018, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses” and ASU No. 2018-20, “Leases (Topic 842), Narrow-Scope Improvements for Lessors,” which provide additional guidance for lessor accounting as well as a new practical expedient for lessors. In March 2019, the FASB issued ASU No. 2019-01, “Leases (Topic 842), Codification Improvements,” which provides additional guidance on disclosure requirements. The Company adopted Topic 842 in the first quarter of 2019. The adoption of Topic 842 did not have a material impact on the Company’s unaudited Condensed Consolidated Statements of Operations, unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) and unaudited Condensed Consolidated Statements of Cash Flows. Refer to Note 3 for information regarding the impacts of the adoption. See the Leases accounting policy below for additional information. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815).” The standard simplifies the application of the hedge accounting guidance and enables entities to better portray the economic results of their risk management activities in the financial statements. The new guidance eliminates the requirement and the ability to separately record ineffectiveness on cash flow and net investment hedges and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The standard requires certain additional disclosures that focus on the effect of hedge accounting whereas the disclosure of hedge ineffectiveness is eliminated. The amendments expand the types of permissible hedging strategies. Additionally, the amendment makes the hedge documentation and effectiveness assessment less complex. The amendments in ASU 2017-12 related to cash flow hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach with the cumulative effect of initially applying ASU 2017-12 at the date of initial application. The presentation and disclosure requirements apply prospectively. The Company adopted ASU 2017-12 in the first quarter of 2019. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. No other significant accounting policies and estimates have changed from those detailed in Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2018. Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Leases —The Company determines whether an arrangement contains a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities and non-current operating lease liabilities in the unaudited Condensed Consolidated Balance Sheets. The Company does not currently have any finance lease arrangements. ROU assets represent the Company’s right to use an underlying asset for the lease term. The operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of the fixed lease payments over the lease term. Unless the rate of interest implicit in the lease arrangement is known, the Company’s collateralized incremental borrowing rate for a period commensurate with the lease term at lease commencement is used to calculate the present value of the lease payments not yet paid. When the Company knows the implicit rate of interest in the arrangement, that rate is used. The operating lease ROU asset includes any prepaid lease payments, initial direct costs, if applicable, less lease incentives. The Company has lease agreements with lease and non-lease components. To the extent the non-lease components require fixed payments, the Company accounts for both the lease and non-lease component as a single lease component in accordance with Topic 842. Leases generally include options to extend or terminate a lease. These options are included in the lease term when it is reasonably certain that the Company will exercise the renewal or termination option. The Company does not record an operating lease ROU asset or liability for leases with a term of twelve months or less with the related lease expense recognized over the term of the lease. Operating lease expense is recognized on a straight-line basis over the lease term. Revenue Recognition —The Company recognizes revenues when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Advertising $ 298,899 $ 311,431 $ 568,788 $ 581,870 Retransmission revenues 132,342 117,185 265,202 235,327 Carriage fees 40,771 40,815 81,910 82,477 Other 10,545 16,986 20,084 27,445 Total operating revenues $ 482,557 $ 486,417 $ 935,984 $ 927,119 In addition to the operating revenues included in the Television and Entertainment segment, the Company’s consolidated operating revenues include other revenue of $1 million and $3 million for the three months ended June 30, 2019 and June 30, 2018 , respectively, and $3 million and $6 million for the six months ended June 30, 2019 and June 30, 2018 , respectively, in Corporate and Other, which consists of real estate revenues. Variable Interests —The Company evaluates its investments and other transactions to determine whether any entities associated with the investments or transactions should be consolidated under the provisions of FASB Accounting Standards Codification (“ASC”) Topic 810, “Consolidation.” The Company consolidates variable interest entities (“VIEs”) when it is the primary beneficiary. Topix —At June 30, 2019 and December 31, 2018 , the Company indirectly held a variable interest in Topix, LLC (through its investment in TKG Holdings II, LLC) (“Topix”). The Company has determined that it is not the primary beneficiary of Topix and therefore has not consolidated it as of and for the periods presented in the unaudited condensed consolidated financial statements. The Company’s maximum loss exposure related to Topix is limited to its equity investment, which was $4 million and $5 million at June 30, 2019 and December 31, 2018 , respectively. Dreamcatcher —Dreamcatcher was formed in 2013 specifically to comply with the cross-ownership rules of the FCC related to the Company’s acquisition of Local TV, LLC on December 27, 2013 (the “Local TV Acquisition”). See Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 for additional information. The Company’s unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2019 and June 30, 2018 include the results of operations and the financial position of Dreamcatcher, a fully-consolidated VIE. Net revenues of the Dreamcatcher Stations included in the Company’s unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 and June 30, 2018 , were $20 million and $19 million , respectively, and for the six months ended June 30, 2019 and June 30, 2018 , were $38 million and $37 million , respectively. Operating profits of the Dreamcatcher stations included in the Company’s unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 and June 30, 2018 , were $4 million and $5 million , respectively, and for both the six months ended June 30, 2019 and June 30, 2018 were $8 million . The Company’s unaudited Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 include the following assets and liabilities of the Dreamcatcher stations (in thousands): June 30, 2019 December 31, 2018 Broadcast rights 979 2,355 Other intangible assets, net 56,122 61,386 Other assets 8,418 8,770 Total Assets $ 65,519 $ 72,511 Contracts payable for broadcast rights 870 2,186 Long-term deferred revenue 23,731 24,164 Other liabilities 1,206 1,291 Total Liabilities $ 25,807 $ 27,641 New Accounting Standard s—In April 2019, the FASB issued ASU 2019-04, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments,” which provided certain improvements to ASU 2016-01, “Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities.” As the Company has adopted ASU 2016-01 and ASU 2017-12, the improvements in ASU 2019-04 are effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The Company expects to adopt ASU 2016-13 in the first quarter of 2020, as described below, and the improvements in ASU 2019-04 will be adopted concurrently. The Company is currently evaluating the impact of adopting ASU 2019-04 on its consolidated financial statements. In March 2019, the FASB issued ASU 2019-02, “Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350).” The standard requires production costs of episodic television series to be capitalized as incurred, which aligns the guidance with the accounting for production costs of films. In addition, once ASU 2019-02 is effective, capitalized costs associated with films and license agreements will be tested for impairment based on the lower of unamortized cost or fair value, as opposed to the existing guidance where the impairment test is based on estimated net realizable value. The guidance also includes additional disclosure requirements. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2019-02 should be applied prospectively. The Company is currently evaluating the impact of adopting ASU 2019-02 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40).” The standard requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract. The standard also requires a customer to expense the capitalized implementation costs over the term of the hosting arrangement and specifies presentation requirements for both the capitalized costs and the amortized expenses. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently evaluating the impact of adopting ASU 2018-15 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-14, “Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20).” The standard modifies certain disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans by removing disclosures that are no longer considered cost beneficial, clarifying specific requirements of disclosures, and adding disclosure requirements identified as relevant. The standard is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The amendments in ASU 2018-14 should be applied retrospectively to each period presented. The Company is currently evaluating the impact of adopting ASU 2018-14 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326).” The standard requires entities to estimate losses on financial assets measured at amortized cost, including trade receivables, debt securities and loans, using an expected credit loss model. The expected credit loss differs from the previous incurred losses model primarily in that the loss recognition threshold of “probable” has been eliminated and that expected loss should consider reasonable and supportable forecasts in addition to the previously considered past events and current conditions. Additionally, the guidance requires additional disclosures related to the further disaggregation of information related to the credit quality of financial assets by year of the asset’s origination for as many as five years. In May 2019, the FASB issued ASU No. 2019-05, “Financial Instruments - Credit Losses (Topic 326) - Targeted Transition Relief,” which provides transition relief that is intended to increase comparability of financial statement information for entities that otherwise would have measured similar financial instruments using different measurement methodologies. Entities must apply the standard provision as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU 2016-13 on its consolidated financial statements. |
Assets Held For Sale
Assets Held For Sale | 6 Months Ended |
Jun. 30, 2019 | |
Assets Held-for-sale, Not Part of Disposal Group [Abstract] | |
Assets Held For Sale and Sales of Real Estate | NOTE 2: ASSETS HELD FOR SALE Assets Held for Sale —Assets held for sale in the Company’s unaudited Condensed Consolidated Balance Sheets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Real estate (1) $ 62,789 $ — (1) As of June 30, 2019 , the Company had two real estate properties held for sale. |
Leases (Notes)
Leases (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Lessee, Operating Lease | NOTE 3: LEASES In the first quarter of 2019, the Company adopted Topic 842 utilizing the optional transition method provided in ASU No. 2018-11, which allows for a prospective adoption with a cumulative-effect adjustment to the opening balance sheet as of the adoption date without restatement of prior years. The Company elected the package of practical expedients as permitted by the transition guidance allowing the Company to carry forward the historical assessment of whether contracts contain or are leases, classification of leases and the remaining lease terms. Upon adoption, the Company recognized a right-of-use asset of $158 million and a right-of-use liability of $174 million . The Company’s deferred rent balance of $18 million as of December 31, 2018 was reclassified to the right-of-use asset upon adoption. The Company also recognized a cumulative-effect adjustment to retained earnings of approximately $13 million , net of tax, which represents deferred gains previously recorded on the consolidated balance sheet related to historical sale lease-back transactions. The Company has operating leases primarily for office buildings, studios, and transmission sites/equipment. Depending on the type of lease, the original lease terms generally range from less than 12 months to 40 years. The remaining terms of the Company’s leases range from 2 months to 17 years. Certain leases, however, are subject to automatic and continuous renewals. The weighted-average remaining lease term of the Company’s operating leases is 10.8 years. The weighted average discount rate is 6.81% . Total operating lease costs for the three and six months ended June 30, 2019 were $9 million and $18 million , respectively. Supplemental unaudited Condensed Consolidated Statements of Cash Flows information related to leases was as follows (in thousands): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 17,637 Right-of-use assets obtained in exchange for new operating lease liabilities $ 53,759 As of June 30, 2019 , maturities of operating lease liabilities were as follows (in thousands): 2019 (excluding the six months ended June 30, 2019) $ 17,057 2020 32,641 2021 26,697 2022 30,665 2023 23,856 Thereafter 184,070 Total lease payments 314,986 Less: imputed interest 102,704 Total operating lease liabilities $ 212,282 As of December 31, 2018, the Company’s future minimum lease payments under non-cancelable operating leases, as disclosed in Note 10 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , were as follows (in thousands): 2019 $ 33,042 2020 31,035 2021 22,496 2022 22,004 2023 20,798 Thereafter 91,961 Total lease payments $ 221,336 As of June 30, 2019 , the Company has executed non-cancelable operating leases primarily related to a studio and transmission sites/equipment that have not yet commenced. The estimated future minimum lease commitments for these leases are $5 million . These leases are expected to commence in 2019 and have terms ranging from 5 to 15 years. These leases have not been included in the tables above. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Other Intangible Assets and Liabilities | NOTE 4: GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other intangible assets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Other intangible assets subject to amortization Affiliate relationships (useful life of 16 years) $ 212,000 $ (86,125 ) $ 125,875 $ 212,000 $ (79,500 ) $ 132,500 Advertiser relationships (useful life of 8 years) 168,000 (136,500 ) 31,500 168,000 (126,000 ) 42,000 Network affiliation agreements (useful life of 11 to 16 years) 228,700 (91,154 ) 137,546 228,700 (83,649 ) 145,051 Retransmission consent agreements (useful life of 7 to 12 years) 830,100 (512,092 ) 318,008 830,100 (467,073 ) 363,027 Other (useful life of 5 to 15 years) 8,909 (3,224 ) 5,685 16,015 (8,137 ) 7,878 Total $ 1,447,709 $ (829,095 ) 618,614 $ 1,454,815 $ (764,359 ) 690,456 Other intangible assets not subject to amortization FCC licenses 737,200 737,200 Trade name 14,800 14,800 Total other intangible assets, net 1,370,614 1,442,456 Goodwill 3,228,547 3,228,601 Total goodwill and other intangible assets $ 4,599,161 $ 4,671,057 The changes in the carrying amounts of intangible assets, which are in the Company’s Television and Entertainment segment, during the six months ended June 30, 2019 were as follows (in thousands): Other intangible assets subject to amortization Balance as of December 31, 2018 $ 690,456 Amortization (70,039 ) Balance sheet reclassifications (1) (1,762 ) Foreign currency translation adjustment (41 ) Balance as of June 30, 2019 $ 618,614 Other intangible assets not subject to amortization Balance as of June 30, 2019 and December 31, 2018 $ 752,000 Goodwill Gross balance as of December 31, 2018 $ 3,609,601 Accumulated impairment losses at December 31, 2018 (381,000 ) Balance as of December 31, 2018 3,228,601 Foreign currency translation adjustment (54 ) Balance as of June 30, 2019 $ 3,228,547 Total goodwill and other intangible assets as of June 30, 2019 $ 4,599,161 (1) Balance sheet reclassifications include $2 million of lease contract intangible assets that were reclassified to operating lease right-of-use assets in the Company’s unaudited Condensed Consolidated Balance Sheets on January 1, 2019 upon implementation of ASU No. 2016-02. See Note 3 for additional information. Amortization expense relating to amortizable intangible assets is expected to be approximately $70 million for the remainder of 2019 , $134 million in 2020 , $103 million in 2021 , $84 million in 2022 , $57 million in 2023 and $51 million in 2024 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2019 | |
Investments [Abstract] | |
Investments | NOTE 5: INVESTMENTS Investments consisted of the following (in thousands): June 30, 2019 December 31, 2018 Equity method investments $ 1,149,197 $ 1,238,457 Other equity investments 5,503 25,980 Total investments $ 1,154,700 $ 1,264,437 Equity Method Investments —Income on equity investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Income on equity investments, net, before amortization of basis difference $ 58,996 $ 65,037 $ 117,150 $ 116,643 Amortization of basis difference (12,469 ) (12,469 ) (24,938 ) (24,938 ) Income on equity investments, net $ 46,527 $ 52,568 $ 92,212 $ 91,705 As discussed in Note 6 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , the carrying value of the Company’s investments was increased by $1.615 billion to an aggregate fair value of $2.224 billion as a result of fresh start reporting adopted on the Effective Date (as defined in Note 8 ). Of the $1.615 billion increase, $1.108 billion was attributable to the Company’s share of theoretical increases in the carrying values of the investees’ amortizable intangible assets had the fair value of the investments been allocated to the identifiable intangible assets of the investees’ in accordance with ASC Topic 805 “Business Combinations.” The remaining $507 million of the increase was attributable to goodwill and other identifiable intangibles not subject to amortization, including trade names. The Company amortizes the differences between the fair values and the investees’ carrying values of the identifiable intangible assets subject to amortization and records the amortization (the “amortization of basis difference”) as a reduction of income on equity investments, net in its unaudited Condensed Consolidated Statements of Operations. The remaining identifiable net intangible assets subject to amortization of basis difference as of June 30, 2019 totaled $611 million and have a weighted average remaining useful life of approximately 14 years. Cash distributions from the Company’s equity method investments were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Cash distributions from equity investments $ 28,379 $ 43,789 $ 181,461 $ 158,926 TV Food Network —The Company’s 31% investment in Television Food Network, G.P. (“TV Food Network”) totaled $1.140 billion and $1.228 billion at June 30, 2019 and December 31, 2018 , respectively. The Company recognized equity income from TV Food Network of $47 million and $43 million for the three months ended June 30, 2019 and June 30, 2018 , respectively, and $94 million and $82 million for the six months ended June 30, 2019 and June 30, 2018 , respectively. The Company received cash distributions from TV Food Network of $28 million and $38 million in the three months ended June 30, 2019 and June 30, 2018 , respectively, and $181 million and $153 million in the six months ended June 30, 2019 and June 30, 2018 , respectively. Summarized financial information for TV Food Network is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Revenues, net $ 336,200 $ 322,154 $ 655,915 $ 630,099 Operating income $ 190,888 $ 171,788 $ 368,920 $ 334,544 Net income $ 190,604 $ 176,289 $ 378,054 $ 341,878 CareerBuilder —On September 13, 2018, the Company sold its 6% investment (on a fully diluted basis, including CareerBuilder, LLC (“CareerBuilder”) employees’ equity awards) (through its investment in Camaro Parent, LLC) in CareerBuilder and received pretax proceeds of $11 million . The Company recognized a pretax loss of $5 million on the sale of its ownership interest in CareerBuilder in the third quarter of 2018. Pursuant to ASC Topic 323 “Investments - Equity Method and Joint Ventures,” the Company accounted for CareerBuilder as an equity method investment. The Company recognized equity income from CareerBuilder of $10 million for each of the three and six months ended June 30, 2018 . In 2018, through the date of the sale, the Company recognized equity income from CareerBuilder of $10 million and received cash distributions of $6 million , of which $5 million related to a distribution of proceeds from CareerBuilder’s sale of one of its business operations on May 14, 2018. Other Equity Investments —Other equity investments are investments without readily determinable fair values. Chicago Cubs Transactions —As defined and further described in Note 6 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , the Company consummated the closing of the Chicago Cubs Transactions on October 27, 2009 . Concurrent with the closing of the transactions, the Company executed guarantees of collection of certain debt facilities entered into by Chicago Entertainment Ventures, LLC (formerly Chicago Baseball Holdings, LLC) (“CEV LLC”), and its subsidiaries (collectively, “New Cubs LLC”). As of December 31, 2018, the guarantees were capped at $249 million plus unpaid interest. On August 21, 2018, Northside Entertainment Holdings LLC (f/k/a Ricketts Acquisition LLC) (“NEH”) provided a written notice (the “Call Notice”) to the Company that NEH was exercising its right pursuant to the Amended and Restated Limited Liability Company Agreement (the “CEV LLC Agreement”) of CEV LLC to purchase the Company’s 5% membership interest in CEV LLC. The Company sold its 5% ownership interest in CEV LLC on January 22, 2019 for pretax proceeds of $107.5 million and recognized a gain of $86 million before taxes ( $66 million after taxes) in the first quarter of 2019. As a result of the sale, the previously recorded deferred tax liability of $69 million became currently payable in 2019. Concurrently with the sale, the Company ceased being a guarantor of all debt facilities held by New Cubs LLC. Other —All of the Company’s other equity investments are in private companies. During the first quarter of 2018, the Company sold one of its other equity investments for $4 million and recognized a pretax gain of $4 million . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 6: DEBT Debt consisted of the following (in thousands): June 30, 2019 December 31, 2018 Term Loan Facility Term B Loans due 2020, effective interest rate of 3.84%, net of unamortized discount and debt issuance costs of $952 and $1,268 $ 188,673 $ 188,357 Term C Loans due 2024, effective interest rate of 3.85%, net of unamortized discount and debt issuance costs of $16,565 and $18,305 1,649,327 1,647,587 5.875% Senior Notes due 2022, net of debt issuance costs of $8,478 and $9,861 1,091,522 1,090,139 Total debt $ 2,929,522 $ 2,926,083 Secured Credit Facility —At both June 30, 2019 and December 31, 2018 , the Company’s secured credit facility (the “Secured Credit Facility”) consisted of a term loan facility (the “Term Loan Facility”), under which $1.666 billion of term C loans (the “Term C Loans”) and $190 million of term B loans (the “Term B Loans”) were outstanding. At both June 30, 2019 and December 31, 2018 , there were no borrowings outstanding under the Company’s $338 million revolving credit facility (the “Revolving Credit Facility”); however, there were standby letters of credit outstanding of $20 million , primarily in support of the Company’s workers’ compensation insurance programs. See Note 7 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 for further information and significant terms and conditions associated with the Term Loan Facility and the Revolving Credit Facility, including but not limited to interest rates, repayment terms, fees, restrictions and affirmative and negative covenants. The Company’s unamortized transaction costs and unamortized discount related to the Term Loan Facility were $18 million and $20 million at June 30, 2019 and December 31, 2018 , respectively. These deferred costs are recorded as a direct deduction from the carrying amount of an associated debt liability in the Company’s unaudited Condensed Consolidated Balance Sheets and amortized to interest expense over the contractual term of either the Term B Loans or the Term C Loans, as appropriate. 5.875% Senior Notes due 2022 —The Company’s 5.875% Senior Notes due 2022 (the “Notes”) bear interest at a rate of 5.875% per annum and interest is payable semi-annually in arrears on January 15 and July 15. The Notes mature on July 15, 2022. As of June 30, 2019 , $1.100 billion of Notes remained outstanding. See Note 7 to the audited consolidated financial statements for the year ended December 31, 2018 for further information and significant terms and conditions associated with the Notes, including but not limited to repayment terms, fees, restrictions and affirmative and negative covenants. The Company’s unamortized transaction costs related to the Notes were $8 million and $10 million at June 30, 2019 and December 31, 2018 , respectively. On August 2, 2019 , the Company caused to be delivered to the holders of the Notes a conditional notice of redemption (the “Initial Notice”) relating to the full redemption of all issued and outstanding Notes (the “Redemption”) on August 12, 2019 (as delayed in the Company’s discretion, the “Redemption Date”), pursuant to Section 5.2 of the Indenture, dated as of June 24, 2015 (as amended, supplemented or otherwise modified to date, the “Indenture”), among the Company, each of the subsidiary guarantors party thereto, and The Bank of New York Mellon Trust Company, N.A., as trustee. On August 8, 2019, the Company caused to be delivered to the holders of the Notes a supplemental conditional notice of redemption (the “Supplemental Notice”, and the Initial Notice as supplemented by the Supplemental Notice, the “Notice”) in order to delay the Redemption of the Notes to August 15, 2019. The redemption price for the Notes is equal to the sum of 101.469% of the principle amount of the Notes, plus accrued and unpaid interest, if any, on the Notes to (but not including) the Redemption Date (the “Redemption Price”). The Company’s obligation to pay the Redemption Price on the Redemption Date is conditioned upon the consummation of the Nexstar Merger (the “Condition”). In the Company’s discretion, the Redemption Date may be delayed until such time as the Condition is satisfied (or waived by the Company in its sole discretion). In the Company’s discretion, the Redemption may not occur and the Notice may be rescinded in the event that the Condition is not satisfied (or waived by the Company in its sole discretion) by the Redemption Date or by the Redemption Date so delayed. The closing of the Nexstar Merger is subject to a number of conditions. As a result, there can be no assurance that the Redemption will occur on the Redemption Date or at all. See Note 1 for information regarding the Nexstar Merger and the Nexstar Merger Agreement. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 7: FAIR VALUE MEASUREMENTS The Company measures and records in its consolidated financial statements certain assets and liabilities at fair value. ASC Topic 820 “Fair Value Measurement and Disclosures,” establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). This hierarchy consists of the following three levels: • Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market. • Level 2 – Assets and liabilities whose values are based on inputs other than those included in Level 1, including quoted market prices in markets that are not active; quoted prices of assets or liabilities with similar attributes in active markets; or valuation models whose inputs are observable or unobservable but corroborated by market data. • Level 3 – Assets and liabilities whose values are based on valuation models or pricing techniques that utilize unobservable inputs that are significant to the overall fair value measurement. The Company’s earnings and cash flows are subject to fluctuations due to changes in interest rates. The Company’s risk management policy allows for the use of derivative financial instruments to manage interest rate exposures and does not permit derivatives to be used for speculative purposes. On January 27, 2017, the Company entered into interest rate swaps with certain financial institutions for a total notional value of $500 million with a duration that matches the maturity of the Company’s Term C Loans. The interest rate swaps are designated as cash flow hedges and are considered highly effective. The monthly net interest settlements under the interest rate swaps are reclassified out of AOCI and recognized in interest expense consistent with the recognition of interest expense on the Company’s Term C Loans. Realized gains of $0.3 million and realized losses of $0.4 million were recognized in interest expense for the three months ended June 30, 2019 and June 30, 2018 , respectively, and realized gains of $1 million and realized losses of $1 million were recognized for the six months ended June 30, 2019 and June 30, 2018 , respectively. Interest expense was $44 million and $42 million for the three months ended June 30, 2019 and June 30, 2018 , respectively, and $87 million and $83 million for the six months ended June 30, 2019 and June 30, 2018 , respectively. As of June 30, 2019 , the fair value of the interest rate swaps was $11 million , which is recorded in current liabilities with the unrealized loss recognized in other comprehensive income (loss). As of June 30, 2019 , the Company expects $2 million to be reclassified out of AOCI and into interest expense over the next twelve months. The interest rate swap fair value is considered Level 2 within the fair value hierarchy as it includes quoted prices for similar instruments as well as interest rates and yield curves that are observable in the market. Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). The carrying values of cash and cash equivalents, restricted cash and cash equivalents, trade accounts receivable and trade accounts payable approximate fair value due to their short term to maturity. Certain of the Company’s cash equivalents are held in money market funds which are valued using net asset value (“NAV”) per share, which would be considered Level 1 in the fair value hierarchy. Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (in thousands): June 30, 2019 December 31, 2018 Fair Value Carrying Amount Fair Value Carrying Amount Term Loan Facility Term B Loans due 2020 $ 189,329 $ 188,673 $ 187,965 $ 188,357 Term C Loans due 2024 $ 1,662,078 $ 1,649,327 $ 1,631,742 $ 1,647,587 5.875% Senior Notes due 2022 $ 1,120,779 $ 1,091,522 $ 1,111,000 $ 1,090,139 Each category of financial instruments are classified in the following level of the fair value hierarchy: Term Loan Facility —The fair value of the outstanding principal balance of the term loans under the Company’s Term Loan Facility at both June 30, 2019 and December 31, 2018 are classified in Level 2 of the fair value hierarchy. 5.875% Senior Notes due 2022 —The fair value of the outstanding principal balance of the Company’s 5.875% Senior Notes due 2022 at June 30, 2019 and December 31, 2018 are classified in Level 2 of the fair value hierarchy. Investments Without Readily Determinable Fair Values —Non-equity method investments in private companies are recorded at cost, less impairments, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment, as further described in Note 5 . During the six months ended June 30, 2019 , there were no events or changes in circumstance that suggested an impairment or an observable price change to any of these investments resulting from an orderly transaction for the identical or a similar investment. The non-equity method investments are classified in Level 3 of the fair value hierarchy. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 8: COMMITMENTS AND CONTINGENCIES Chapter 11 Reorganization — On December 8, 2008 (the “Petition Date”), Tribune Company and 110 of its direct and indirect wholly-owned subsidiaries (collectively, the “Debtors” or “Predecessor”) filed voluntary petitions for relief (collectively, the “Chapter 11 Petitions”) under chapter 11 (“Chapter 11”) of title 11 of the United States Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Fourth Amended Joint Plan of Reorganization for Tribune Company and its Subsidiaries (as subsequently modified, the “Plan”) became effective and the Debtors emerged from Chapter 11 on December 31, 2012 (the “Effective Date”). The Bankruptcy Court has entered final decrees that have collectively closed 106 of the Debtors’ Chapter 11 cases. The remaining Debtors’ Chapter 11 proceedings continue to be jointly administered under the caption In re Tribune Media Company, et al. , Case No. 08-13141 . Confirmation Order Appeals —Notices of appeal of the Bankruptcy Court’s order confirming the Plan (the “Confirmation Order”) were filed by (i) Aurelius Capital Management, LP, on behalf of its managed entities that were holders of the Predecessor’s senior notes and Exchangeable Subordinated Debentures due 2029 (“PHONES”); (ii) Law Debenture Trust Company of New York (n/k/a Delaware Trust Company) (“Delaware Trust Company”) and Deutsche Bank Trust Company Americas (“Deutsche Bank”), each successor trustees under the respective indentures for the Predecessor’s senior notes; (iii) Wilmington Trust Company, as successor indenture trustee for the PHONES; and (iv) EGI-TRB, L.L.C., a Delaware limited liability company wholly-owned by Sam Investment Trust (a trust established for the benefit of Samuel Zell and his family) (the “Zell Entity”). The appellants sought, among other relief, to overturn the Confirmation Order and certain prior orders of the Bankruptcy Court embodied in the Plan, including the settlement of certain claims and causes of action related to the series of transactions (collectively, the “Leveraged ESOP Transactions”) consummated by the Predecessor, the Tribune Company employee stock ownership plan, the Zell Entity and Samuel Zell in 2007. As of June 30, 2019 , each of the Confirmation Order appeals have been dismissed or otherwise resolved by a final order, with the exception of the appeals of Delaware Trust Company and Deutsche Bank. On July 30, 2018, the United States District Court for the District of Delaware (the “District Court”) entered an order affirming (i) the Bankruptcy Court’s judgment overruling Delaware Trust Company’s and Deutsche Bank’s objections to confirmation of the Plan and (ii) the Bankruptcy Court’s order confirming the Plan. Delaware Trust Company and Deutsche Bank appealed the District Court’s order to the United States Court of Appeals for the Third Circuit (the “Third Circuit”) on August 27, 2018. That appeal remains pending before the Third Circuit. If the remaining appellants succeed on their appeals, the Company’s financial condition may be adversely affected. Resolution of Outstanding Prepetition Claims —As of the Effective Date, approximately 7,400 proofs of claim had been filed against the Debtors. Amounts and payment terms for these claims, if applicable, were established in the Plan. The Plan requires the Company to reserve cash in amounts sufficient to make certain additional payments that may become due and owing pursuant to the Plan subsequent to the Effective Date. As of June 30, 2019 , restricted cash held by the Company to satisfy the remaining claim obligations was $17 million and is estimated to be sufficient to satisfy such obligations. As of June 30, 2019 , all but 403 proofs of claim against the Debtors had been withdrawn, expunged, settled or otherwise satisfied. The majority of the remaining proofs of claim were filed by certain of the Company’s former directors and officers, asserting indemnity and other related claims against the Company for claims brought against them in lawsuits arising from the Leveraged ESOP Transactions. Those lawsuits are pending in multidistrict litigation (“MDL”) before the U.S. District Court for the Southern District of New York (the “NY District Court”) in proceedings captioned In re Tribune Co. Fraudulent Conveyance Litigation . Under the Plan, the indemnity claims of the Company’s former directors and officers must be set off against any recovery by the litigation trust formed pursuant to the Plan (the “Litigation Trust”) against any of those directors and officers, and the Litigation Trust is authorized to object to the allowance of any such indemnity-type claims. During the second quarter of 2019, the Litigation Trust reached settlements in principle with various parties to the MDL litigation, including certain of the directors and officers that have filed proofs of claim against the Debtors. The Litigation Trust is in the process of seeking approvals of those settlements from the applicable courts. If those approvals are granted and the settlements become effective, not fewer than 54 of the outstanding proofs of claim against the Debtors will be resolved. The Debtors are continuing to evaluate the remaining proofs of claim. The ultimate amounts to be paid in resolutions of the remaining proofs of claim, including indemnity claims, will continue to be subject to uncertainty for a period of time after the Effective Date. If the aggregate allowed amount of the remaining claims exceeds the restricted cash held for satisfying such claims, the Company would be required to satisfy the allowed claims from its cash on hand from operations. Reorganization Items, Net —ASC Topic 852, “Reorganizations,” requires that the financial statements for periods subsequent to the filing of the Chapter 11 Petitions distinguish transactions and events that are directly associated with the reorganization from the operations of the business. Reorganization items, net included in the Company’s unaudited Condensed Consolidated Statements of Operations primarily include professional advisory fees and other costs related to the resolution of unresolved claims and totaled less than $1 million for each of the three months ended June 30, 2019 and June 30, 2018 , and $2 million for each of the six months ended June 30, 2019 and June 30, 2018 . The Company expects to continue to incur certain expenses pertaining to the Chapter 11 proceedings throughout 2019 and potentially in future periods. FCC Regulation —Various aspects of the Company’s operations are subject to regulation by governmental authorities in the United States. The Company’s television and radio broadcasting operations are subject to FCC jurisdiction under the Communications Act of 1934, as amended. FCC rules, among other things, govern the term, renewal and transfer of radio and television broadcasting licenses, and limit the number of media interests in a local market that a single entity can own. Federal law also regulates the rates charged for political advertising and the quantity of advertising within children’s programs. As of August 9, 2019 , the Company had FCC authorization to operate 39 television stations and one AM radio station. The Company is subject to the FCC’s “Local Television Multiple Ownership Rule” and the “National Television Multiple Ownership Rule,” among others, as further described in Note 10 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 . In general and subject to certain conditions, under the “Local Television Multiple Ownership Rule” (the “Duopoly Rule”) a company may hold attributable interests in up to two television stations in a single Nielsen Media Research Designated Market Area (“DMA”). In applying the Duopoly rule, the FCC applies a presumption against allowing combinations of two top-four ranked stations in a market, subject to a case-by-case waiver review process. This approach, adopted in the 2014 Quadrennial Review Reconsideration Order, is subject to a pending petition for judicial review by the Third Circuit. On December 13, 2018, the FCC issued a Notice of Proposed Rulemaking initiating the 2018 Quadrennial Review (the “2018 Quadrennial Review”), which, among other things, seeks comment on all aspects of the Duopoly Rule’s application and implementation, including whether the rule itself remains necessary to serve the public interest in the current television marketplace, and, if retained, whether the top-four prohibition should be retained, and if so, whether the FCC should adopt a waiver process or bright-line test to determine where waivers of the top-4 prohibition may be warranted. The Company cannot predict the outcome of these proceedings, or their effect on its business. The “National Television Multiple Ownership Rule” prohibits the Company from owning television stations that, in the aggregate, reach more than 39% of total U.S. television households, subject to a 50% discount of the number of television households attributable to UHF stations (the “UHF Discount”). In a Report and Order issued on September 7, 2016 (the “UHF Discount Repeal Order”), the FCC repealed the UHF Discount but grandfathered existing station combinations (including the Company’s) that exceeded the 39% national reach cap as a result of the elimination of the UHF Discount, subject to compliance in the event of a future change of control or assignment of license. The FCC reinstated the UHF Discount in an Order on Reconsideration adopted on April 20, 2017 (the “UHF Discount Reconsideration Order”). A petition for judicial review of the UHF Discount Reconsideration Order by the U.S. Court of Appeals for the District of Columbia Circuit was dismissed on jurisdictional grounds on July 25, 2018. A petition for review of the UHF Discount Repeal Order by the U.S. Court of Appeals for the District of Columbia Circuit was dismissed as moot on December 19, 2018. On December 18, 2017, the FCC released a Notice of Proposed Rulemaking seeking comment generally, on the continuing propriety of a national cap and the Commission’s jurisdiction with respect to the cap. The Company cannot predict the outcome of these proceedings, or their effect on its business. Federal legislation enacted in February 2012 authorized the FCC to conduct a voluntary “incentive auction” in order to reallocate certain spectrum currently occupied by television broadcast stations to mobile wireless broadband services, to “repack” television stations into a smaller portion of the existing television spectrum band and to require television stations that do not participate in the auction to modify their transmission facilities, subject to reimbursement for reasonable relocation costs up to an industry-wide total of $1.750 billion , which amount was increased by $1 billion pursuant to the adoption of an amended version of the Repack Airwaves Yielding Better Access for Users of Modern Services (RAY BAUM’S) Act of 2018 by the U.S. Congress on March 23, 2018. On April 13, 2017, the FCC announced the conclusion of the incentive auction, the results of the reverse and forward auction and the repacking of the broadcast television spectrum. The Company participated in the auction and has received approximately $191 million in pretax proceeds (including $26 million of proceeds received by a Dreamcatcher station) as of December 31, 2017. The Company received gross pretax proceeds of $172 million from licenses sold by the Company in the FCC spectrum auction in 2017 and recognized a net pretax gain of $133 million in the first quarter of 2018 related to the surrender of the spectrum of these television stations in January 2018. Twenty-two of the Company’s television stations (including WTTK, which operates as a satellite station of WTTV) are required to change frequencies or otherwise modify their operations as a result of the repacking. In doing so, the stations could incur substantial conversion costs, reduction or loss of over-the-air signal coverage or an inability to provide high definition programming and additional program streams. Through June 30, 2019 , the Company incurred $39 million in capital expenditures for the spectrum repack, of which $12 million and $24 million was incurred in 2019 and 2018, respectively. The Company expects that the reimbursements from the FCC’s special fund will cover the majority of the Company’s costs and expenses related to the repacking. However, the Company cannot currently predict the effect of the repacking, whether the special fund will be sufficient to reimburse all of the Company’s costs and expenses related to the repacking, the timing of reimbursements or any spectrum-related FCC regulatory action. Through June 30, 2019 , the Company has received FCC reimbursements of $17 million , of which $2 million and $6 million were received during the three and six months ended June 30, 2019 , respectively. In 2018, the Company received $11 million of FCC reimbursements, of which $2 million was received for both the three and six months ended June 30, 2018 . The reimbursements are included as a reduction to selling, general and administrative expense (“SG&A”) and are presented as an investing inflow in the Company’s unaudited Condensed Consolidated Statements of Cash Flows. As described in Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , the Company completed the Local TV Acquisition on December 27, 2013 pursuant to FCC staff approval granted on December 20, 2013 in the Local TV Transfer Order. On January 22, 2014 , Free Press filed an Application for Review seeking review by the full Commission of the Local TV Transfer Order. The Company filed an Opposition to the Application for Review on February 21, 2014 . Free Press filed a reply on March 6, 2014 . The matter is pending. From time to time, the FCC revises existing regulations and policies in ways that could affect the Company’s broadcasting operations. In addition, Congress from time to time considers and adopts substantive amendments to the governing communications legislation. The Company cannot predict such actions or their resulting effect upon the Company’s business and financial position. Termination of Sinclair Merger Agreement —On August 9, 2018, the Company provided notification to Sinclair Broadcast Group, Inc. (“Sinclair”) that the Company terminated, effective immediately, the Agreement and Plan of Merger, dated May 8, 2017, with Sinclair (the “Sinclair Merger Agreement”), which provided for the acquisition by Sinclair of all of the outstanding shares of the Company’s common stock (the “Sinclair Merger”). Additionally, on August 9, 2018, the Company filed a complaint in the Delaware Court of Chancery against Sinclair (the “Sinclair Complaint”), alleging that Sinclair willfully and materially breached its obligations under the Sinclair Merger Agreement. The lawsuit seeks damages for all losses incurred as a result of Sinclair’s breach of contract under the Sinclair Merger Agreement. On August 29, 2018, Sinclair filed an answer to the Company’s Sinclair Complaint and a counterclaim (the “Sinclair Counterclaim”). On September 18, 2018, the Company filed an answer to the Sinclair Counterclaim. The Company believes the Sinclair Counterclaim is without merit and intends to defend it vigorously. In connection with the termination of the Sinclair Merger Agreement, on August 9, 2018, the Company provided notification to Fox Television Stations, LLC (“Fox”) that it terminated the asset purchase agreement, by and between Sinclair, Fox and the Company, dated May 8, 2018 (the “Fox Purchase Agreement”) to sell the assets of certain network affiliates of the Company, effective immediately. Under the terms of the Fox Purchase Agreement, no termination fees were payable by any party. Other Contingencies —The Company and its subsidiaries are defendants from time to time in actions for matters arising out of their business operations. In addition, the Company and its subsidiaries are involved from time to time as parties in various regulatory, environmental and other proceedings with governmental authorities and administrative agencies. See Note 9 for a discussion of potential income tax liabilities. The Company does not believe that any matters or proceedings presently pending will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or liquidity. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 9: INCOME TAXES In the three and six months ended June 30, 2019 , the Company recorded income tax expense of $24 million and $62 million , respectively. The effective tax rate on pretax income was 27.2% for the three months ended June 30, 2019 . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, certain transaction costs and other expenses not fully deductible for tax purposes and a benefit of less than $1 million related to the resolution of federal and state income tax matters and other adjustments. The effective tax rate on pretax income was 25.8% for the six months ended June 30, 2019 . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, certain transaction costs and other expenses not fully deductible for tax purposes, a $2 million benefit related to stock-based compensation, a $3 million benefit resulting from a change in the Company’s state tax rates, and a $1 million charge related to the resolution of federal and state income tax matters and other adjustments. In the three and six months ended June 30, 2018 , the Company recorded an income tax expense of $33 million and $90 million , respectively. The effective tax rate on pretax income was 28.0% for the three months ended June 30, 2018 . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, certain transaction costs and other expenses not fully deductible for tax purposes, and a less than $1 million charge related primarily to the write-off of unrealized deferred tax assets related to stock-based compensation. The effective tax rate on pretax income was 28.4% for the six months ended June 30, 2018 . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, certain transaction costs and other expenses not fully deductible for tax purposes, and a net $3 million charge related primarily to the write-off of unrealized deferred tax assets related to stock-based compensation. Chicago Cubs Transactions —As further described in Note 6 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , the Company consummated the closing of the Chicago Cubs Transactions on October 27, 2009 . As a result of these transactions, NEH owned 95% and the Company owned 5% of the membership interests in CEV LLC. The fair market value of the contributed assets exceeded the tax basis and did not result in an immediate taxable gain because the transaction was structured to comply with the partnership provisions of the Internal Revenue Code (“IRC”) and related regulations. On June 28, 2016, the IRS issued the Company a Notice of Deficiency (“Notice”) which presents the IRS’s position that the gain should have been included in the Company’s 2009 taxable income. Accordingly, the IRS has proposed a $182 million tax and a $73 million gross valuation misstatement penalty. In addition, after-tax interest on the aforementioned proposed tax and penalty through June 30, 2019 would be approximately $92 million . The Company continues to disagree with the IRS’s position that the transaction generated a taxable gain in 2009, the proposed penalty and the IRS’s calculation of the gain. During the third quarter of 2016, the Company filed a petition in U.S. Tax Court to contest the IRS’s determination. The Company continues to pursue resolution of this disputed tax matter with the IRS. If the IRS prevails in their position, the gain on the Chicago Cubs Transactions would be deemed to be taxable in 2009 . The Company estimates that the federal and state income taxes would be approximately $225 million before interest and penalties. Any tax, interest and penalty due will be offset by tax payments made relating to this transaction subsequent to 2009. As further described in Note 5, on August 21, 2018, NEH provided the Call Notice to the Company that NEH was exercising its right to purchase the Company’s 5% membership interest in CEV LLC. The Company sold its 5% ownership interest in CEV LLC on January 22, 2019 (the “2019 Cubs Sale”) for pretax proceeds of $107.5 million and recognized a gain of $86 million before taxes ( $66 million after taxes) in the first quarter of 2019. As a result of the sale, the previously recorded deferred tax liability of $69 million related to the future recognition of taxable income related to the Chicago Cubs Transactions became currently payable. Subsequent to the sale, the Company no longer owns any portion of CEV LLC and maintains no deferred taxes or tax reserves related to the Chicago Cubs Transactions. As of June 30, 2019 , the Company has paid or accrued approximately $167 million of federal and state taxes on the deferred gain and the 2019 Cubs Sale through its regular tax reporting process. The sale of the Company’s ownership interest in CEV LLC has no impact on the Company’s dispute with the IRS. Other —Although management believes its estimates and judgments are reasonable, the resolutions of the Company’s tax issues are unpredictable and could result in tax liabilities that are significantly higher or lower than that which has been provided by the Company. The Company accounts for uncertain tax positions in accordance with ASC Topic 740, which addresses the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company’s liability for unrecognized tax benefits totaled $22 million and $21 million at June 30, 2019 and December 31, 2018 , respectively. The Company believes it is reasonably possible that the total amount of unrecognized tax benefits could decrease by approximately $3 million within the next twelve months due to the resolution of tax examination issues and statute of limitations expirations. |
Pension And Other Retirement Pl
Pension And Other Retirement Plans | 6 Months Ended |
Jun. 30, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Other Retirement Plans | NOTE 10: PENSION AND OTHER RETIREMENT PLANS The components of net periodic benefit credit for Company-sponsored pension plans were as follows (in thousands): Pension Benefits Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Service cost $ 203 $ 174 $ 416 $ 467 Interest cost 19,229 17,829 38,398 35,569 Expected return on plans’ assets (23,769 ) (24,823 ) (47,554 ) (49,641 ) Recognized actuarial loss — 8 — 8 Amortization of prior service costs 39 35 79 70 Net periodic benefit credit $ (4,298 ) $ (6,777 ) $ (8,661 ) $ (13,527 ) Net periodic benefit cost related to other post retirement benefit plans was not material for all periods presented. The service cost component of pension net periodic benefit credit is included in SG&A in the Company’s unaudited Condensed Consolidated Statements of Operations. All other components of net periodic benefit credit are included in Pension and other postretirement periodic benefit credit, net in the Company’s unaudited Condensed Consolidated Statements of Operations. For 2019 , the Company expects to contribute $3 million to its qualified pension plans and $1 million to its other postretirement plans. In the three and six months ended June 30, 2019 , the Company’s contributions were not material. In the six months ended June 30, 2018 , the Company contributed $24.5 million |
Capital Stock
Capital Stock | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Capital Stock | NOTE 11: CAPITAL STOCK The Company is authorized to issue up to one billion shares of Class A Common Stock, up to one billion shares of Class B Common Stock and up to 40 million shares of preferred stock, each par value $0.001 per share, in one or more series. The Class A Common Stock and Class B Common Stock generally provide identical economic rights, but holders of Class B Common Stock have limited voting rights, including that such holders have no right to vote in the election of directors. Subject to certain ownership limitations, as further described in Note 13 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , each share of Class A Common Stock is convertible into one share of Class B Common Stock and each share of Class B Common Stock is convertible into one share of Class A Common Stock, in each case, at the option of the holder at any time. The Company’s Class A Common Stock is traded on the New York Stock Exchange under the symbol “TRCO.” The Company’s Class B Common Stock and Warrants are traded on the OTC Pink market under the symbols “TRBAB” and “TRBNW,” respectively. On the Effective Date, the Company entered into the Warrant Agreement, pursuant to which the Company issued 16,789,972 Warrants to purchase Common Stock (the “Warrants”). Each Warrant entitles the holder to purchase from the Company, at the option of the holder and subject to certain restrictions set forth in the Warrant Agreement and as described in Note 13 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , one share of Class A Common Stock or one share of Class B Common Stock at an exercise price of $0.001 per share, subject to adjustment and a cashless exercise feature. The Warrants may be exercised at any time on or prior to December 31, 2032 . Pursuant to the Company’s amended and restated certificate of incorporation and the Warrant Agreement, in the event the Company determines that the ownership or proposed ownership of Common Stock or Warrants, as applicable, would be inconsistent with or violate any federal communications laws, materially limit or impair any business activities or proposed business activities of the Company under any federal communications laws, or subject the Company to any regulation under any federal communications laws to which the Company would not be subject, but for such ownership or proposed ownership, the Company may impose certain limitations on the rights of holders of Common Stock and Warrants, as further described in Note 13 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 . There were no conversions of the Company’s Common Stock between Class A Common Stock and Class B Common Stock during the six months ended June 30, 2019 and June 30, 2018 . No Warrants were exercised for Class A Common Stock or for Class B Common Stock during the six months ended June 30, 2019 and June 30, 2018 . At June 30, 2019 , the following amounts were issued: 102,498,285 shares of Class A Common Stock, of which 14,102,185 were held in treasury, 5,557 shares of Class B Common Stock and 30,551 Warrants. The Company has not issued any shares of preferred stock. On the Effective Date, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with certain entities related to Angelo, Gordon & Co., L.P. (the “AG Group”), Oaktree Tribune, L.P., an affiliate of Oaktree Capital Management, L.P. (the “Oaktree Group”) and Isolieren Holding Corp., an affiliate of JPMorgan (the “JPM Group,” and each of the JPM Group, AG Group and Oaktree Group, a “Stockholder Group”) and certain other holders of Registrable Securities who become a party thereto. See Note 13 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 for additional information relating to the Registration Rights Agreement. Common Stock Repurchases —On February 24, 2016, the Board authorized a stock repurchase program, under which the Company may repurchase up to $400 million of its outstanding Class A Common Stock. Under the stock repurchase program, the Company may repurchase shares in open-market purchases in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The Company did not repurchase any shares of Common Stock during 2018 or during the six months ended June 30, 2019 due to restrictions contained in the now terminated Sinclair Merger Agreement and the Nexstar Merger Agreement. As of June 30, 2019 , the remaining authorized amount under the current authorization totaled approximately $168 million . Quarterly Cash Dividends —The Board declared quarterly cash dividends per share on Common Stock to holders of record of Common Stock and Warrants as follows (in thousands, except per share data): 2019 2018 Per Share Total Amount Per Share Total Amount First quarter $ 0.25 $ 22,061 $ 0.25 $ 21,922 Second quarter 0.25 22,114 0.25 21,925 Total quarterly cash dividends declared and paid $ 0.50 $ 44,175 $ 0.50 $ 43,847 On August 1, 2019, the Board declared a quarterly cash dividend on Common Stock of $0.25 per share to be paid on September 3, 2019 to holders of record of Common Stock and Warrants as of the close of business on August 19, 2019. However, in the event the Nexstar Merger closes prior to the close of business on August 19, 2019, holders of the Company’s Common Stock and Warrants will not be entitled to this dividend. Future dividends will be subject to the discretion of the Board and the terms of the Nexstar Merger Agreement, which limits the Company’s ability to pay dividends, except for the payment of quarterly cash dividends not to exceed $0.25 per share consistent with record and payment dates in 2018. The payment of quarterly cash dividends also results in the issuance of Dividend Equivalent Units (“DEUs”) to holders of restricted stock units (“RSUs”) and performance share units (“PSUs”), as described in Note 13 and Note 14 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | NOTE 12: STOCK-BASED COMPENSATION On May 5, 2016, the 2016 Incentive Compensation Plan (the “Incentive Compensation Plan”) and the Stock Compensation Plan for Non-Employee Directors (the “Directors Plan” and, together with the Incentive Compensation Plan, the “2016 Equity Plans”) were approved by the Company’s shareholders for the purpose of granting stock awards to officers, employees and Board members of the Company and its subsidiaries, as further described in Note 14 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 . There are 5,100,000 shares of Class A Common Stock authorized for issuance under the Incentive Compensation Plan and 200,000 shares of Class A Common Stock authorized for issuance under the Directors Plan, of which 2,284,930 shares and 157,400 shares, respectively, were available for grant as of June 30, 2019 . Stock-based compensation for the three months ended June 30, 2019 and June 30, 2018 totaled $6 million and $5 million , respectively. Stock-based compensation for each of the six months ended June 30, 2019 and June 30, 2018 totaled $11 million . A summary of activity and weighted average exercise prices related to the NSOs is as follows: Six Months Ended Shares Weighted Avg. Outstanding, beginning of period 2,431,397 $ 36.54 Exercised (357,852 ) 31.84 Forfeited (44,740 ) 33.10 Cancelled (9,720 ) 57.24 Outstanding, end of period 2,019,085 $ 37.35 Vested and exercisable, end of period 1,373,655 $ 39.65 A summary of activity and weighted average fair values related to the RSUs is as follows: Six Months Ended Shares Weighted Avg. Outstanding, beginning of period 1,123,554 $ 35.46 Granted 468,469 46.03 Dividend equivalent units granted 12,621 46.11 Vested (387,343 ) 34.68 Dividend equivalent units vested (23,342 ) 37.58 Forfeited (39,285 ) 37.29 Dividend equivalent units forfeited (1,570 ) 38.77 Outstanding and nonvested, end of period 1,153,104 $ 40.03 A summary of activity and weighted average fair values related to the restricted stock awards is as follows: Six Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 27,812 $ 36.84 Outstanding and nonvested, end of period 27,812 $ 36.84 A summary of activity and weighted average fair values related to the PSUs and Supplemental PSUs is as follows: Six Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 161,515 $ 37.30 Granted (1) 49,342 46.43 Dividend equivalent units granted 2,121 42.51 Vested (119,282 ) 36.60 Dividend equivalent units vested (6,548 ) 37.19 Outstanding and nonvested, end of period 87,148 $ 42.09 (1) Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. As of June 30, 2019 , the Company had not yet recognized compensation cost on nonvested awards as follows (dollars in thousands): Unrecognized Compensation Cost Weighted Avg. Remaining Recognition Period Nonvested awards $ 44,383 2.4 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 13: EARNINGS PER SHARE The Company computes earnings per common share (“EPS”) under the two-class method which requires the allocation of all distributed and undistributed earnings attributable to the Company to common stock and other participating securities based on their respective rights to receive distributions of earnings or losses. The Company’s Class A Common Stock and Class B Common Stock equally share in distributed and undistributed earnings. In a period when the Company’s distributed earnings exceed undistributed earnings, no allocation to participating securities or dilutive securities is performed. The Company accounts for the Warrants as participating securities, as holders of the Warrants, in accordance with and subject to the terms and conditions of the Warrant Agreement, are entitled to receive ratable distributions of the Company’s earnings concurrently with such distributions made to the holders of Common Stock, subject to certain restrictions relating to FCC rules and requirements. Under the terms of the Company’s RSU and PSU agreements, unvested RSUs and PSUs contain forfeitable rights to dividends and DEUs. Because the DEUs are forfeitable, they are defined as non-participating securities. As of June 30, 2019 , there were 46,438 DEUs outstanding, which will vest at the time that the underlying RSU or PSU vests. The Company computes basic EPS by dividing net income attributable to Tribune Media Company applicable to common shares by the weighted average number of common shares outstanding during the period. In accordance with the two-class method, undistributed earnings applicable to the Warrants are excluded from the computation of basic EPS. Diluted EPS is computed by dividing net income attributable to Tribune Media Company by the weighted average number of common shares outstanding during the period as adjusted for the assumed exercise of all outstanding stock awards. The calculation of diluted EPS assumes that stock awards outstanding were exercised at the beginning of the period. The stock awards are included in the calculation of diluted EPS only when their inclusion in the calculation is dilutive. ASC Topic 260, “Earnings per Share,” states that the presentation of basic and diluted EPS is required only for common stock and not for participating securities. In each of the three and six months ended June 30, 2019 and June 30, 2018 , 30,551 of the weighted-average Warrants outstanding have been excluded from the below table. The calculation of basic and diluted EPS is presented below (in thousands, except for per share data): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 EPS numerator: Net income, as reported $ 63,650 $ 84,438 $ 176,854 $ 225,621 Net loss attributable to noncontrolling interests 7 4 11 10 Net income attributable to Tribune Media Company 63,657 84,442 176,865 225,631 Less: Dividends distributed to Warrants 8 8 15 15 Less: Undistributed earnings allocated to Warrants 14 22 46 63 Net income attributable to Tribune Media Company’s common shareholders for basic EPS $ 63,635 $ 84,412 $ 176,804 $ 225,553 Add: Undistributed earnings allocated to dilutive securities — — — 1 Net income attributable to Tribune Media Company’s common shareholders for diluted EPS $ 63,635 $ 84,412 $ 176,804 $ 225,554 EPS denominator: Weighted average shares outstanding - basic 88,342 87,628 88,133 87,556 Impact of dilutive securities 772 545 969 787 Weighted average shares outstanding - diluted 89,114 88,173 89,102 88,343 Net Income Per Common Share Attributable to Tribune Media Company: Basic $ 0.72 $ 0.96 $ 2.01 $ 2.58 Diluted $ 0.71 $ 0.96 $ 1.98 $ 2.55 Because of their anti-dilutive effect, 553,359 and 563,257 common share equivalents, comprised of NSOs, PSUs, and RSUs, have been excluded from the diluted EPS calculation for the three and six months ended June 30, 2019 , respectively. Because of their anti-diluted effect, 1,596,116 and 1,219,922 common share equivalents, comprised of NSOs, PSUs, and RSUs, have been excluded from the diluted EPS calculation for the three and six months ended June 30, 2018 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | NOTE 14: ACCUMULATED OTHER COMPREHENSIVE LOSS AOCI is a separate component of shareholders’ equity in the Company’s unaudited Condensed Consolidated Balance Sheets. The following table summarizes the changes in AOCI, net of taxes by component (in thousands): Pension and Other Post-Retirement Benefit Items Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Total Balance at December 31, 2018 $ (108,238 ) $ 4,564 $ (1,293 ) $ (104,967 ) Other comprehensive income before reclassifications (2,885 ) (12,472 ) (125 ) (15,482 ) Amounts reclassified from AOCI (92 ) (424 ) — (516 ) Balance at June 30, 2019 $ (111,215 ) $ (8,332 ) $ (1,418 ) $ (120,965 ) |
Business Segments
Business Segments | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Business Segments | NOTE 15: BUSINESS SEGMENTS The following table summarizes business segment financial data (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Operating Revenues Television and Entertainment $ 482,557 $ 486,417 $ 935,984 $ 927,119 Corporate and Other 1,479 2,941 3,040 5,874 Total operating revenues $ 484,036 $ 489,358 $ 939,024 $ 932,993 Operating Profit (Loss) (1) Television and Entertainment $ 99,603 $ 119,767 $ 179,528 $ 331,619 Corporate and Other (26,322 ) (21,701 ) (51,544 ) (46,268 ) Total operating profit (loss) $ 73,281 $ 98,066 $ 127,984 $ 285,351 Depreciation Television and Entertainment $ 12,064 $ 10,941 $ 23,126 $ 21,811 Corporate and Other 1,803 2,340 3,693 5,245 Total depreciation $ 13,867 $ 13,281 $ 26,819 $ 27,056 Amortization Television and Entertainment $ 35,018 $ 41,681 $ 70,039 $ 83,368 Capital Expenditures Television and Entertainment $ 15,851 $ 7,433 $ 27,784 $ 17,559 Corporate and Other 1,378 3,841 2,823 7,388 Total capital expenditures $ 17,229 $ 11,274 $ 30,607 $ 24,947 June 30, 2019 December 31, 2018 Assets Television and Entertainment $ 6,941,931 $ 6,976,808 Corporate and Other 1,458,060 1,274,583 Assets held for sale (2) 62,789 — Total assets $ 8,462,780 $ 8,251,391 (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. (2) See Note 2 for information regarding assets held for sale. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 6 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Financial Information | NOTE 16: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS The Company is the issuer of the Notes (see Note 6 ) and such debt is guaranteed by the Company’s subsidiary guarantors (the “Subsidiary Guarantors”). The Subsidiary Guarantors are direct or indirect 100% owned domestic subsidiaries of the Company. The Company’s payment obligations under the Notes are jointly and severally guaranteed by the Subsidiary Guarantors, and all guarantees are full and unconditional. The subsidiaries of the Company that do not guarantee the Notes (the “Non-Guarantor Subsidiaries”) include certain direct or indirect subsidiaries of the Company. The guarantees are subject to release under certain circumstances, including: (a) upon the sale, exchange, disposition or other transfer (including through merger, consolidation or dissolution) of the interests in such Subsidiary Guarantor, after which such Subsidiary Guarantor is no longer a restricted subsidiary of the Company, or all or substantially all the assets of such Subsidiary Guarantor, in any case, if such sale, exchange, disposition or other transfer is not prohibited by the Indenture, (b) upon the Company designating such Subsidiary Guarantor to be an unrestricted subsidiary in accordance with the Indenture, (c) in the case of any restricted subsidiary of the Company that after the issue date is required to guarantee the Notes, upon the release or discharge of the guarantee by such restricted subsidiary of any indebtedness of the Company or another Subsidiary Guarantor or the repayment of any indebtedness of the Company or another Subsidiary Guarantor, in each case, which resulted in the obligation to guarantee the Notes, (d) upon the Company’s exercise of its legal defeasance option or covenant defeasance option in accordance with the Indenture or if the Company’s obligations under the Indenture are discharged in accordance with the terms of the Indenture, (e) upon the release or discharge of direct obligations of such Subsidiary Guarantor, or the guarantee by such guarantor of the obligations, under the Senior Credit Agreement, or (f) during the period when the rating of the Notes is changed to investment grade. In the fourth quarter of 2018, the Company released certain Subsidiary Guarantors from their guarantees of the Notes upon designating such Subsidiary Guarantors to be unrestricted subsidiaries in accordance with the Indenture. As a result, these subsidiaries became Non-Guarantor Subsidiaries and the operations of these entities were retrospectively reclassified and are now reflected in the Non-Guarantor Subsidiaries column for all periods presented. These reclassifications had no impact on the Company’s historical consolidated results of operations. In lieu of providing separate audited financial statements for the Subsidiary Guarantors, the Company has included the accompanying unaudited condensed consolidating financial statements in accordance with the requirements of Rule 3-10(f) of SEC Regulation S-X. The following unaudited Condensed Consolidating Financial Statements present the Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive Income (Loss) and Consolidated Statements of Cash Flows of Tribune Media Company, the Subsidiary Guarantors, the Non-Guarantor Subsidiaries and the eliminations necessary to arrive at the Company’s information on a consolidated basis. These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X, Rule 3-10. TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 482,885 $ 1,151 $ — $ 484,036 Programming and direct operating expenses — 231,508 662 — 232,170 Selling, general and administrative 24,615 104,221 864 — 129,700 Depreciation and amortization 1,558 44,468 2,859 — 48,885 Total Operating Expenses 26,173 380,197 4,385 — 410,755 Operating (Loss) Profit (26,173 ) 102,688 (3,234 ) — 73,281 Income (loss) on equity investments, net — 47,177 (650 ) — 46,527 Interest income 7,720 — 6 — 7,726 Interest expense (43,777 ) — — — (43,777 ) Pension and other postretirement periodic benefit credit, net 4,524 — — — 4,524 Other non-operating items, net (842 ) — 46 — (796 ) Intercompany income (charges) 23,578 (23,578 ) — — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (34,970 ) 126,287 (3,832 ) — 87,485 Income tax (benefit) expense (8,336 ) 33,094 (923 ) — 23,835 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 90,291 (188 ) — (90,103 ) — Net Income (Loss) $ 63,657 $ 93,005 $ (2,909 ) $ (90,103 ) $ 63,650 Net loss attributable to noncontrolling interests — — 7 — 7 Net Income (Loss) attributable to Tribune Media Company $ 63,657 $ 93,005 $ (2,902 ) $ (90,103 ) $ 63,657 Comprehensive Income (Loss) $ 53,271 $ 92,998 $ (2,692 ) $ (90,306 ) $ 53,271 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED JUNE 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 486,549 $ 2,809 $ — $ 489,358 Programming and direct operating expenses — 209,872 580 — 210,452 Selling, general and administrative 19,570 105,564 744 — 125,878 Depreciation and amortization 2,069 49,949 2,944 — 54,962 Total Operating Expenses 21,639 365,385 4,268 — 391,292 Operating (Loss) Profit (21,639 ) 121,164 (1,459 ) — 98,066 Income on equity investments, net — 42,684 9,884 — 52,568 Interest and dividend income 2,336 — — — 2,336 Interest expense (41,990 ) — — — (41,990 ) Pension and other post retirement periodic benefit credit, net 6,985 — — — 6,985 Other non-operating items (711 ) — — — (711 ) Intercompany income (charges) 12,412 (12,369 ) (43 ) — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (42,607 ) 151,479 8,382 — 117,254 Income tax (benefit) expense (9,620 ) 40,272 2,164 — 32,816 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 117,429 (198 ) — (117,231 ) — Net Income (Loss) $ 84,442 $ 111,009 $ 6,218 $ (117,231 ) $ 84,438 Net loss attributable to noncontrolling interests — — 4 — 4 Net Income (Loss) attributable to Tribune Media Company $ 84,442 $ 111,009 $ 6,222 $ (117,231 ) $ 84,442 Comprehensive Income (Loss) $ 83,011 $ 110,968 $ 5,561 $ (116,529 ) $ 83,011 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) SIX MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 936,522 $ 2,502 $ — $ 939,024 Programming and direct operating expenses — 449,860 1,360 — 451,220 Selling, general and administrative 48,188 213,025 1,749 — 262,962 Depreciation and amortization 3,301 87,838 5,719 — 96,858 Total Operating Expenses 51,489 750,723 8,828 — 811,040 Operating (Loss) Profit (51,489 ) 185,799 (6,326 ) — 127,984 Income (loss) on equity investments, net — 93,634 (1,422 ) — 92,212 Interest income 13,966 — 7 — 13,973 Interest expense (87,392 ) — — — (87,392 ) Pension and other postretirement periodic benefit credit, net 9,154 — — — 9,154 Gain on investment transaction — — 86,272 — 86,272 Other non-operating items, net (2,044 ) (1,000 ) (693 ) — (3,737 ) Intercompany income (charges) 47,156 (47,156 ) — — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (70,649 ) 231,277 77,838 — 238,466 Income tax (benefit) expense (17,124 ) 61,741 16,995 — 61,612 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 230,390 (348 ) — (230,042 ) — Net Income (Loss) $ 176,865 $ 169,188 $ 60,843 $ (230,042 ) $ 176,854 Net loss attributable to noncontrolling interests — — 11 — 11 Net Income (Loss) attributable to Tribune Media Company $ 176,865 $ 169,188 $ 60,854 $ (230,042 ) $ 176,865 Comprehensive Income (Loss) $ 160,867 $ 169,166 $ 60,751 $ (229,917 ) $ 160,867 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) SIX MONTHS ENDED JUNE 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 927,440 $ 5,553 $ — $ 932,993 Programming and direct operating expenses — 411,215 1,366 — 412,581 Selling, general and administrative 42,434 213,936 1,464 — 257,834 Depreciation and amortization 4,473 99,881 6,070 — 110,424 Gain on sales of spectrum — (133,197 ) — — (133,197 ) Total Operating Expenses 46,907 591,835 8,900 — 647,642 Operating (Loss) Profit (46,907 ) 335,605 (3,347 ) — 285,351 Income on equity investments, net — 82,042 9,663 — 91,705 Interest income 4,234 — — — 4,234 Interest expense (82,621 ) — — — (82,621 ) Pension and other postretirement periodic benefit credit, net 14,069 — — — 14,069 Gain on investment transaction — — 3,888 — 3,888 Other non-operating items, net (1,487 ) — — — (1,487 ) Intercompany income (charges) 24,825 (24,740 ) (85 ) — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (87,887 ) 392,907 10,119 — 315,139 Income tax (benefit) expense (17,175 ) 104,122 2,571 — 89,518 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 296,343 (536 ) — (295,807 ) — Net Income (Loss) $ 225,631 $ 288,249 $ 7,548 $ (295,807 ) $ 225,621 Net loss attributable to noncontrolling interests — — 10 — 10 Net Income (Loss) attributable to Tribune Media Company $ 225,631 $ 288,249 $ 7,558 $ (295,807 ) $ 225,631 Comprehensive Income (Loss) $ 232,692 $ 288,183 $ 7,357 $ (295,540 ) $ 232,692 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 1,309,266 $ 1,730 $ 3,112 $ — $ 1,314,108 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 60 420,860 389 — 421,309 Broadcast rights — 71,923 675 — 72,598 Income taxes receivable — 17,607 — — 17,607 Prepaid expenses 10,608 16,121 280 — 27,009 Other 7,035 1,233 597 — 8,865 Total current assets 1,343,576 529,474 5,053 — 1,878,103 Properties Property, plant and equipment 45,237 571,828 29,678 — 646,743 Accumulated depreciation (34,768 ) (248,736 ) (1,758 ) — (285,262 ) Net properties 10,469 323,092 27,920 — 361,481 Investments in subsidiaries 11,147,221 59,140 — (11,206,361 ) — Other Assets Broadcast rights — 69,723 304 — 70,027 Operating lease right-of-use assets 7,796 188,474 138 — 196,408 Goodwill — 3,220,300 8,247 — 3,228,547 Other intangible assets, net — 1,309,032 61,582 — 1,370,614 Assets held for sale — 62,789 — — 62,789 Investments 850 1,145,684 8,166 — 1,154,700 Intercompany receivables 3,203,083 7,113,348 1,480,848 (11,797,279 ) — Other 65,491 135,641 7,849 (68,870 ) 140,111 Total other assets 3,277,220 13,244,991 1,567,134 (11,866,149 ) 6,223,196 Total Assets $ 15,778,486 $ 14,156,697 $ 1,600,107 $ (23,072,510 ) $ 8,462,780 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 21,464 $ 19,609 $ 1,429 $ — $ 42,502 Income taxes payable — 55,509 — — 55,509 Contracts payable for broadcast rights — 211,176 870 — 212,046 Deferred revenue — 12,973 894 — 13,867 Interest payable 30,652 — — — 30,652 Operating lease liabilities 1,664 18,204 36 — 19,904 Other 54,004 56,229 1,003 — 111,236 Total current liabilities 107,784 373,700 4,232 — 485,716 Non-Current Liabilities Long-term debt 2,929,522 — — — 2,929,522 Deferred income taxes — 585,086 — (68,870 ) 516,216 Contracts payable for broadcast rights — 170,803 340 — 171,143 Operating lease liabilities 8,227 184,049 102 — 192,378 Intercompany payables 8,681,608 2,393,930 721,741 (11,797,279 ) — Other obligations 390,251 87,306 23,731 — 501,288 Total non-current liabilities 12,009,608 3,421,174 745,914 (11,866,149 ) 4,310,547 Total liabilities 12,117,392 3,794,874 750,146 (11,866,149 ) 4,796,263 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,045,530 8,307,898 913,902 (9,221,800 ) 4,045,530 Retained earnings (deficit) 368,621 2,055,177 (69,198 ) (1,985,979 ) 368,621 Accumulated other comprehensive (loss) income (120,965 ) (1,252 ) (166 ) 1,418 (120,965 ) Total Tribune Media Company shareholders’ equity (deficit) 3,661,094 10,361,823 844,538 (11,206,361 ) 3,661,094 Noncontrolling interests — — 5,423 — 5,423 Total shareholders’ equity (deficit) 3,661,094 10,361,823 849,961 (11,206,361 ) 3,666,517 Total Liabilities and Shareholders’ Equity (Deficit) $ 15,778,486 $ 14,156,697 $ 1,600,107 $ (23,072,510 ) $ 8,462,780 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF DECEMBER 31, 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 1,058,961 $ 904 $ 3,176 $ — $ 1,063,041 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 323 415,836 779 — 416,938 Broadcast rights — 96,308 1,961 — 98,269 Income taxes receivable — 23,922 — — 23,922 Prepaid expenses 6,992 12,139 313 — 19,444 Other 6,201 1,305 3 — 7,509 Total current assets 1,089,084 550,414 6,232 — 1,645,730 Properties Property, plant and equipment 45,684 612,282 29,411 — 687,377 Accumulated depreciation (31,920 ) (232,469 ) (1,689 ) — (266,078 ) Net properties 13,764 379,813 27,722 — 421,299 Investments in subsidiaries 10,899,707 59,488 — (10,959,195 ) — Other Assets Broadcast rights — 95,482 394 — 95,876 Goodwill — 3,220,300 8,301 — 3,228,601 Other intangible assets, net — 1,375,180 67,276 — 1,442,456 Investments 850 1,233,522 30,065 — 1,264,437 Intercompany receivables 2,987,672 6,571,444 1,447,586 (11,006,702 ) — Other 69,856 141,117 3,229 (61,210 ) 152,992 Total other assets 3,058,378 12,637,045 1,556,851 (11,067,912 ) 6,184,362 Total Assets $ 15,060,933 $ 13,626,760 $ 1,590,805 $ (22,027,107 ) $ 8,251,391 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES AS OF DECEMBER 31, 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 23,051 $ 20,357 $ 1,489 $ — $ 44,897 Income taxes payable — 9,973 — — 9,973 Contracts payable for broadcast rights — 230,501 2,186 — 232,687 Deferred revenue — 11,639 869 — 12,508 Interest payable 30,086 — — — 30,086 Other 44,702 76,694 246 — 121,642 Total current liabilities 97,839 349,164 4,790 — 451,793 Non-Current Liabilities Long-term debt 2,926,083 — — — 2,926,083 Deferred income taxes — 570,933 64,201 (61,210 ) 573,924 Contracts payable for broadcast rights — 232,850 425 — 233,275 Intercompany payables 8,121,544 2,176,908 708,250 (11,006,702 ) — Other 397,559 121,497 24,163 — 543,219 Total non-current liabilities 11,445,186 3,102,188 797,039 (11,067,912 ) 4,276,501 Total Liabilities 11,543,025 3,451,352 801,829 (11,067,912 ) 4,728,294 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,031,233 8,307,898 913,902 (9,221,800 ) 4,031,233 Retained (deficit) earnings 223,734 1,868,740 (130,052 ) (1,738,688 ) 223,734 Accumulated other comprehensive (loss) income (104,967 ) (1,230 ) (63 ) 1,293 (104,967 ) Total Tribune Media Company shareholders’ equity (deficit) 3,517,908 10,175,408 783,787 (10,959,195 ) 3,517,908 Noncontrolling interests — — 5,189 — 5,189 Total shareholders’ equity (deficit) 3,517,908 10,175,408 788,976 (10,959,195 ) 3,523,097 Total Liabilities and Shareholders’ Equity (Deficit) $ 15,060,933 $ 13,626,760 $ 1,590,805 $ (22,027,107 ) $ 8,251,391 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (51,751 ) $ 350,238 $ (88,224 ) $ — $ 210,263 Investing Activities Capital expenditures (1,188 ) (29,558 ) 139 — (30,607 ) Spectrum repack reimbursements — 5,947 — — 5,947 Proceeds from the sales of investments — — 107,547 — 107,547 Other, net — (919 ) — — (919 ) Net cash (used in) provided by investing activities (1,188 ) (24,530 ) 107,686 — 81,968 Financing Activities Payments of dividends (44,175 ) — — — (44,175 ) Tax withholdings related to net share settlements of share-based awards (8,630 ) — — — (8,630 ) Proceeds from stock option exercises 11,396 — — — 11,396 Contribution from noncontrolling interest — — 245 — 245 Change in intercompany receivables and payables and intercompany contributions 344,653 (324,882 ) (19,771 ) — — Net cash provided by (used in) financing activities 303,244 (324,882 ) (19,526 ) — (41,164 ) Net Increase (decrease) in Cash, Cash Equivalents and Restricted Cash 250,305 826 (64 ) — 251,067 Cash, cash equivalents and restricted cash, beginning of period 1,075,568 904 3,176 — 1,079,648 Cash, cash equivalents and restricted cash, end of period $ 1,325,873 $ 1,730 $ 3,112 $ — $ 1,330,715 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 1,309,266 $ 1,730 $ 3,112 $ — $ 1,314,108 Restricted cash and cash equivalents 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 1,325,873 $ 1,730 $ 3,112 $ — $ 1,330,715 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30 , 2018 (In thousands of dollars) Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (83,042 ) $ 327,636 $ (23,653 ) $ — $ 220,941 Investing Activities Capital expenditures (6,087 ) (18,785 ) (75 ) — (24,947 ) Spectrum repack reimbursement — 1,698 — — 1,698 Proceeds from sales of investments — — 3,890 — 3,890 Other — 2 1,613 — 1,615 Net cash (used in) provided by investing activities (6,087 ) (17,085 ) 5,428 — (17,744 ) Financing Activities Payments of dividends (43,847 ) — — — (43,847 ) Tax withholdings related to net share settlements of share-based awards (5,723 ) — — — (5,723 ) Proceeds from stock option exercises 581 — — — 581 Distribution to noncontrolling interests — — (2 ) — (2 ) Change in intercompany receivables and payables and intercompany contributions 291,389 (310,622 ) 19,233 — — Net cash provided by (used in) financing activities 242,400 (310,622 ) 19,231 — (48,991 ) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 153,271 (71 ) 1,006 — 154,206 Cash, cash equivalents and restricted cash, beginning of period 687,868 1,501 1,882 — 691,251 Cash, cash equivalents and restricted cash, end of period $ 841,139 $ 1,430 $ 2,888 $ — $ 845,457 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 824,532 $ 1,430 $ 2,888 $ — $ 828,850 Restricted cash and cash equivalents 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 841,139 $ 1,430 $ 2,888 $ — $ 845,457 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 17: SUBSEQUENT EVENTS As further described in Note 6 , on August 2, 2019 , the Company caused to be delivered to the holders of the Notes the Initial Notice relating to the full redemption of all issued and outstanding Notes on the Redemption Date. On August 8, 2019, the Company caused to be delivered to the holders of the Notes the Supplemental Notice relating to the full redemption of all issued and outstanding Notes on the Redemption Date. The Company’s obligation to pay the Redemption Price on the Redemption Date is conditioned upon the consummation of the Nexstar Merger. |
Basis Of Presentation And Sig_2
Basis Of Presentation And Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Presentation | Presentation —All references to Tribune Media Company or Tribune Company in the accompanying unaudited condensed consolidated financial statements encompass the historical operations of Tribune Media Company and its subsidiaries (collectively, the “Company”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K. In the opinion of management, the financial statements contain all adjustments necessary to state fairly the financial position of the Company as of June 30, 2019 and the results of operations and cash flows for the three and six months ended June 30, 2019 and June 30, 2018 . All adjustments reflected in the accompanying unaudited condensed consolidated financial statements, which management believes necessary to state fairly the financial position, results of operations and cash flows, have been reflected and are of a normal recurring nature. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. |
Change in Accounting Principles | Change in Accounting Principles —In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Subtopic 842).” The new guidance requires lessees to recognize assets and liabilities arising from leases as well as extensive quantitative and qualitative disclosures. A lessee needs to recognize on its balance sheet a right-of-use asset and a lease liability for the majority of its leases (other than leases with a term of less than 12 months). The lease liabilities should be equal to the present value of lease payments not yet paid. The right-of-use asset is measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. In January 2018, the FASB issued ASU No. 2018-01, “Leases (Topic 842) - Land Easement Practical Expedient for Transition to Topic 842,” which provides an optional transition practical expedient to not evaluate under Topic 842 existing or expired land easements that were not previously accounted for as leases under the current leases guidance in Topic 840. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU No. 2018-11, “Leases (Topic 842), Targeted Improvements,” which affect certain aspects of the previously issued guidance including an additional transition method as well as a new practical expedient for lessors. In December 2018, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses” and ASU No. 2018-20, “Leases (Topic 842), Narrow-Scope Improvements for Lessors,” which provide additional guidance for lessor accounting as well as a new practical expedient for lessors. In March 2019, the FASB issued ASU No. 2019-01, “Leases (Topic 842), Codification Improvements,” which provides additional guidance on disclosure requirements. The Company adopted Topic 842 in the first quarter of 2019. The adoption of Topic 842 did not have a material impact on the Company’s unaudited Condensed Consolidated Statements of Operations, unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) and unaudited Condensed Consolidated Statements of Cash Flows. Refer to Note 3 for information regarding the impacts of the adoption. See the Leases accounting policy below for additional information. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815).” The standard simplifies the application of the hedge accounting guidance and enables entities to better portray the economic results of their risk management activities in the financial statements. The new guidance eliminates the requirement and the ability to separately record ineffectiveness on cash flow and net investment hedges and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The standard requires certain additional disclosures that focus on the effect of hedge accounting whereas the disclosure of hedge ineffectiveness is eliminated. The amendments expand the types of permissible hedging strategies. Additionally, the amendment makes the hedge documentation and effectiveness assessment less complex. The amendments in ASU 2017-12 related to cash flow hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach with the cumulative effect of initially applying ASU 2017-12 at the date of initial application. The presentation and disclosure requirements apply prospectively. The Company adopted ASU 2017-12 in the first quarter of 2019. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. No other significant accounting policies and estimates have changed from those detailed in Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2018. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from these estimates. |
Lessee, Leases | Leases —The Company determines whether an arrangement contains a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities and non-current operating lease liabilities in the unaudited Condensed Consolidated Balance Sheets. The Company does not currently have any finance lease arrangements. ROU assets represent the Company’s right to use an underlying asset for the lease term. The operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of the fixed lease payments over the lease term. Unless the rate of interest implicit in the lease arrangement is known, the Company’s collateralized incremental borrowing rate for a period commensurate with the lease term at lease commencement is used to calculate the present value of the lease payments not yet paid. When the Company knows the implicit rate of interest in the arrangement, that rate is used. The operating lease ROU asset includes any prepaid lease payments, initial direct costs, if applicable, less lease incentives. The Company has lease agreements with lease and non-lease components. To the extent the non-lease components require fixed payments, the Company accounts for both the lease and non-lease component as a single lease component in accordance with Topic 842. Leases generally include options to extend or terminate a lease. These options are included in the lease term when it is reasonably certain that the Company will exercise the renewal or termination option. The Company does not record an operating lease ROU asset or liability for leases with a term of twelve months or less with the related lease expense recognized over the term of the lease. Operating lease expense is recognized on a straight-line basis over the lease term. |
Revenue Recognition, Policy | Revenue Recognition —The Company recognizes revenues when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Advertising $ 298,899 $ 311,431 $ 568,788 $ 581,870 Retransmission revenues 132,342 117,185 265,202 235,327 Carriage fees 40,771 40,815 81,910 82,477 Other 10,545 16,986 20,084 27,445 Total operating revenues $ 482,557 $ 486,417 $ 935,984 $ 927,119 In addition to the operating revenues included in the Television and Entertainment segment, the Company’s consolidated operating revenues include other revenue of $1 million and $3 million for the three months ended June 30, 2019 and June 30, 2018 , respectively, and $3 million and $6 million for the six months ended June 30, 2019 and June 30, 2018 , respectively, in Corporate and Other, which consists of real estate revenues. |
Investments | Variable Interests —The Company evaluates its investments and other transactions to determine whether any entities associated with the investments or transactions should be consolidated under the provisions of FASB Accounting Standards Codification (“ASC”) Topic 810, “Consolidation.” The Company consolidates variable interest entities (“VIEs”) when it is the primary beneficiary. |
New Accounting Standards | New Accounting Standard s—In April 2019, the FASB issued ASU 2019-04, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments,” which provided certain improvements to ASU 2016-01, “Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities.” As the Company has adopted ASU 2016-01 and ASU 2017-12, the improvements in ASU 2019-04 are effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The Company expects to adopt ASU 2016-13 in the first quarter of 2020, as described below, and the improvements in ASU 2019-04 will be adopted concurrently. The Company is currently evaluating the impact of adopting ASU 2019-04 on its consolidated financial statements. In March 2019, the FASB issued ASU 2019-02, “Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350).” The standard requires production costs of episodic television series to be capitalized as incurred, which aligns the guidance with the accounting for production costs of films. In addition, once ASU 2019-02 is effective, capitalized costs associated with films and license agreements will be tested for impairment based on the lower of unamortized cost or fair value, as opposed to the existing guidance where the impairment test is based on estimated net realizable value. The guidance also includes additional disclosure requirements. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2019-02 should be applied prospectively. The Company is currently evaluating the impact of adopting ASU 2019-02 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40).” The standard requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract. The standard also requires a customer to expense the capitalized implementation costs over the term of the hosting arrangement and specifies presentation requirements for both the capitalized costs and the amortized expenses. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently evaluating the impact of adopting ASU 2018-15 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-14, “Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20).” The standard modifies certain disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans by removing disclosures that are no longer considered cost beneficial, clarifying specific requirements of disclosures, and adding disclosure requirements identified as relevant. The standard is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The amendments in ASU 2018-14 should be applied retrospectively to each period presented. The Company is currently evaluating the impact of adopting ASU 2018-14 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326).” The standard requires entities to estimate losses on financial assets measured at amortized cost, including trade receivables, debt securities and loans, using an expected credit loss model. The expected credit loss differs from the previous incurred losses model primarily in that the loss recognition threshold of “probable” has been eliminated and that expected loss should consider reasonable and supportable forecasts in addition to the previously considered past events and current conditions. Additionally, the guidance requires additional disclosures related to the further disaggregation of information related to the credit quality of financial assets by year of the asset’s origination for as many as five years. In May 2019, the FASB issued ASU No. 2019-05, “Financial Instruments - Credit Losses (Topic 326) - Targeted Transition Relief,” which provides transition relief that is intended to increase comparability of financial statement information for entities that otherwise would have measured similar financial instruments using different measurement methodologies. Entities must apply the standard provision as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU 2016-13 on its consolidated financial statements. |
Basis Of Presentation And Sig_3
Basis Of Presentation And Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Disaggregation of Revenue | The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Advertising $ 298,899 $ 311,431 $ 568,788 $ 581,870 Retransmission revenues 132,342 117,185 265,202 235,327 Carriage fees 40,771 40,815 81,910 82,477 Other 10,545 16,986 20,084 27,445 Total operating revenues $ 482,557 $ 486,417 $ 935,984 $ 927,119 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The Company’s unaudited Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 include the following assets and liabilities of the Dreamcatcher stations (in thousands): June 30, 2019 December 31, 2018 Broadcast rights 979 2,355 Other intangible assets, net 56,122 61,386 Other assets 8,418 8,770 Total Assets $ 65,519 $ 72,511 Contracts payable for broadcast rights 870 2,186 Long-term deferred revenue 23,731 24,164 Other liabilities 1,206 1,291 Total Liabilities $ 25,807 $ 27,641 |
Assets Held For Sale (Tables)
Assets Held For Sale (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Assets Held-for-sale, Not Part of Disposal Group [Abstract] | |
Assets Held For Sale | Assets Held for Sale —Assets held for sale in the Company’s unaudited Condensed Consolidated Balance Sheets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Real estate (1) $ 62,789 $ — (1) As of June 30, 2019 , the Company had two real estate properties held for sale. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Cash Flow, Supplemental Disclosures - Leases | Supplemental unaudited Condensed Consolidated Statements of Cash Flows information related to leases was as follows (in thousands): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 17,637 Right-of-use assets obtained in exchange for new operating lease liabilities $ 53,759 |
Lessee, Operating Lease, Liability, Maturity | As of June 30, 2019 , maturities of operating lease liabilities were as follows (in thousands): 2019 (excluding the six months ended June 30, 2019) $ 17,057 2020 32,641 2021 26,697 2022 30,665 2023 23,856 Thereafter 184,070 Total lease payments 314,986 Less: imputed interest 102,704 Total operating lease liabilities $ 212,282 |
Schedule of Future Minimum Rental Payments for Operating Leases | As of December 31, 2018, the Company’s future minimum lease payments under non-cancelable operating leases, as disclosed in Note 10 to the Company’s audited consolidated financial statements for the year ended December 31, 2018 , were as follows (in thousands): 2019 $ 33,042 2020 31,035 2021 22,496 2022 22,004 2023 20,798 Thereafter 91,961 Total lease payments $ 221,336 |
Goodwill And Other Intangible_2
Goodwill And Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Goodwill and other intangible assets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Other intangible assets subject to amortization Affiliate relationships (useful life of 16 years) $ 212,000 $ (86,125 ) $ 125,875 $ 212,000 $ (79,500 ) $ 132,500 Advertiser relationships (useful life of 8 years) 168,000 (136,500 ) 31,500 168,000 (126,000 ) 42,000 Network affiliation agreements (useful life of 11 to 16 years) 228,700 (91,154 ) 137,546 228,700 (83,649 ) 145,051 Retransmission consent agreements (useful life of 7 to 12 years) 830,100 (512,092 ) 318,008 830,100 (467,073 ) 363,027 Other (useful life of 5 to 15 years) 8,909 (3,224 ) 5,685 16,015 (8,137 ) 7,878 Total $ 1,447,709 $ (829,095 ) 618,614 $ 1,454,815 $ (764,359 ) 690,456 Other intangible assets not subject to amortization FCC licenses 737,200 737,200 Trade name 14,800 14,800 Total other intangible assets, net 1,370,614 1,442,456 Goodwill 3,228,547 3,228,601 Total goodwill and other intangible assets $ 4,599,161 $ 4,671,057 |
Schedule Of Changes of Finite-Lived Intangible Assets, Indefinite-Lived Intangible Assets, and Goodwill | The changes in the carrying amounts of intangible assets, which are in the Company’s Television and Entertainment segment, during the six months ended June 30, 2019 were as follows (in thousands): Other intangible assets subject to amortization Balance as of December 31, 2018 $ 690,456 Amortization (70,039 ) Balance sheet reclassifications (1) (1,762 ) Foreign currency translation adjustment (41 ) Balance as of June 30, 2019 $ 618,614 Other intangible assets not subject to amortization Balance as of June 30, 2019 and December 31, 2018 $ 752,000 Goodwill Gross balance as of December 31, 2018 $ 3,609,601 Accumulated impairment losses at December 31, 2018 (381,000 ) Balance as of December 31, 2018 3,228,601 Foreign currency translation adjustment (54 ) Balance as of June 30, 2019 $ 3,228,547 Total goodwill and other intangible assets as of June 30, 2019 $ 4,599,161 (1) Balance sheet reclassifications include $2 million of lease contract intangible assets that were reclassified to operating lease right-of-use assets in the Company’s unaudited Condensed Consolidated Balance Sheets on January 1, 2019 upon implementation of ASU No. 2016-02. See Note 3 for additional information. |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Investment [Line Items] | |
Schedule of Investments | Investments consisted of the following (in thousands): June 30, 2019 December 31, 2018 Equity method investments $ 1,149,197 $ 1,238,457 Other equity investments 5,503 25,980 Total investments $ 1,154,700 $ 1,264,437 |
Equity Method Investments Information | Income on equity investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Income on equity investments, net, before amortization of basis difference $ 58,996 $ 65,037 $ 117,150 $ 116,643 Amortization of basis difference (12,469 ) (12,469 ) (24,938 ) (24,938 ) Income on equity investments, net $ 46,527 $ 52,568 $ 92,212 $ 91,705 |
Distributions from Equity Investments | Cash distributions from the Company’s equity method investments were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Cash distributions from equity investments $ 28,379 $ 43,789 $ 181,461 $ 158,926 |
Television Food Network, G.P. | |
Investment [Line Items] | |
Equity Method Investments Information | Summarized financial information for TV Food Network is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Revenues, net $ 336,200 $ 322,154 $ 655,915 $ 630,099 Operating income $ 190,888 $ 171,788 $ 368,920 $ 334,544 Net income $ 190,604 $ 176,289 $ 378,054 $ 341,878 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following (in thousands): June 30, 2019 December 31, 2018 Term Loan Facility Term B Loans due 2020, effective interest rate of 3.84%, net of unamortized discount and debt issuance costs of $952 and $1,268 $ 188,673 $ 188,357 Term C Loans due 2024, effective interest rate of 3.85%, net of unamortized discount and debt issuance costs of $16,565 and $18,305 1,649,327 1,647,587 5.875% Senior Notes due 2022, net of debt issuance costs of $8,478 and $9,861 1,091,522 1,090,139 Total debt $ 2,929,522 $ 2,926,083 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (in thousands): June 30, 2019 December 31, 2018 Fair Value Carrying Amount Fair Value Carrying Amount Term Loan Facility Term B Loans due 2020 $ 189,329 $ 188,673 $ 187,965 $ 188,357 Term C Loans due 2024 $ 1,662,078 $ 1,649,327 $ 1,631,742 $ 1,647,587 5.875% Senior Notes due 2022 $ 1,120,779 $ 1,091,522 $ 1,111,000 $ 1,090,139 |
Pension And Other Retirement _2
Pension And Other Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Net Benefit Costs | The components of net periodic benefit credit for Company-sponsored pension plans were as follows (in thousands): Pension Benefits Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Service cost $ 203 $ 174 $ 416 $ 467 Interest cost 19,229 17,829 38,398 35,569 Expected return on plans’ assets (23,769 ) (24,823 ) (47,554 ) (49,641 ) Recognized actuarial loss — 8 — 8 Amortization of prior service costs 39 35 79 70 Net periodic benefit credit $ (4,298 ) $ (6,777 ) $ (8,661 ) $ (13,527 ) |
Capital Stock (Tables)
Capital Stock (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Dividends Declared | Quarterly Cash Dividends —The Board declared quarterly cash dividends per share on Common Stock to holders of record of Common Stock and Warrants as follows (in thousands, except per share data): 2019 2018 Per Share Total Amount Per Share Total Amount First quarter $ 0.25 $ 22,061 $ 0.25 $ 21,922 Second quarter 0.25 22,114 0.25 21,925 Total quarterly cash dividends declared and paid $ 0.50 $ 44,175 $ 0.50 $ 43,847 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Non-Qualified Stock Options, Activity | A summary of activity and weighted average exercise prices related to the NSOs is as follows: Six Months Ended Shares Weighted Avg. Outstanding, beginning of period 2,431,397 $ 36.54 Exercised (357,852 ) 31.84 Forfeited (44,740 ) 33.10 Cancelled (9,720 ) 57.24 Outstanding, end of period 2,019,085 $ 37.35 Vested and exercisable, end of period 1,373,655 $ 39.65 |
Restricted Stock Units Activity | A summary of activity and weighted average fair values related to the RSUs is as follows: Six Months Ended Shares Weighted Avg. Outstanding, beginning of period 1,123,554 $ 35.46 Granted 468,469 46.03 Dividend equivalent units granted 12,621 46.11 Vested (387,343 ) 34.68 Dividend equivalent units vested (23,342 ) 37.58 Forfeited (39,285 ) 37.29 Dividend equivalent units forfeited (1,570 ) 38.77 Outstanding and nonvested, end of period 1,153,104 $ 40.03 |
Unrestricted Stock Award Activity | A summary of activity and weighted average fair values related to the restricted stock awards is as follows: Six Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 27,812 $ 36.84 Outstanding and nonvested, end of period 27,812 $ 36.84 |
Performance-based Units Activity | A summary of activity and weighted average fair values related to the PSUs and Supplemental PSUs is as follows: Six Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 161,515 $ 37.30 Granted (1) 49,342 46.43 Dividend equivalent units granted 2,121 42.51 Vested (119,282 ) 36.60 Dividend equivalent units vested (6,548 ) 37.19 Outstanding and nonvested, end of period 87,148 $ 42.09 (1) Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. |
Unrecognized Compensation Cost, Nonvested Awards | As of June 30, 2019 , the Company had not yet recognized compensation cost on nonvested awards as follows (dollars in thousands): Unrecognized Compensation Cost Weighted Avg. Remaining Recognition Period Nonvested awards $ 44,383 2.4 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule Of Earnings Per Share Basic And Diluted By Common Class | The calculation of basic and diluted EPS is presented below (in thousands, except for per share data): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 EPS numerator: Net income, as reported $ 63,650 $ 84,438 $ 176,854 $ 225,621 Net loss attributable to noncontrolling interests 7 4 11 10 Net income attributable to Tribune Media Company 63,657 84,442 176,865 225,631 Less: Dividends distributed to Warrants 8 8 15 15 Less: Undistributed earnings allocated to Warrants 14 22 46 63 Net income attributable to Tribune Media Company’s common shareholders for basic EPS $ 63,635 $ 84,412 $ 176,804 $ 225,553 Add: Undistributed earnings allocated to dilutive securities — — — 1 Net income attributable to Tribune Media Company’s common shareholders for diluted EPS $ 63,635 $ 84,412 $ 176,804 $ 225,554 EPS denominator: Weighted average shares outstanding - basic 88,342 87,628 88,133 87,556 Impact of dilutive securities 772 545 969 787 Weighted average shares outstanding - diluted 89,114 88,173 89,102 88,343 Net Income Per Common Share Attributable to Tribune Media Company: Basic $ 0.72 $ 0.96 $ 2.01 $ 2.58 Diluted $ 0.71 $ 0.96 $ 1.98 $ 2.55 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in AOCI, net of taxes by component (in thousands): Pension and Other Post-Retirement Benefit Items Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Total Balance at December 31, 2018 $ (108,238 ) $ 4,564 $ (1,293 ) $ (104,967 ) Other comprehensive income before reclassifications (2,885 ) (12,472 ) (125 ) (15,482 ) Amounts reclassified from AOCI (92 ) (424 ) — (516 ) Balance at June 30, 2019 $ (111,215 ) $ (8,332 ) $ (1,418 ) $ (120,965 ) |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table summarizes business segment financial data (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Operating Revenues Television and Entertainment $ 482,557 $ 486,417 $ 935,984 $ 927,119 Corporate and Other 1,479 2,941 3,040 5,874 Total operating revenues $ 484,036 $ 489,358 $ 939,024 $ 932,993 Operating Profit (Loss) (1) Television and Entertainment $ 99,603 $ 119,767 $ 179,528 $ 331,619 Corporate and Other (26,322 ) (21,701 ) (51,544 ) (46,268 ) Total operating profit (loss) $ 73,281 $ 98,066 $ 127,984 $ 285,351 Depreciation Television and Entertainment $ 12,064 $ 10,941 $ 23,126 $ 21,811 Corporate and Other 1,803 2,340 3,693 5,245 Total depreciation $ 13,867 $ 13,281 $ 26,819 $ 27,056 Amortization Television and Entertainment $ 35,018 $ 41,681 $ 70,039 $ 83,368 Capital Expenditures Television and Entertainment $ 15,851 $ 7,433 $ 27,784 $ 17,559 Corporate and Other 1,378 3,841 2,823 7,388 Total capital expenditures $ 17,229 $ 11,274 $ 30,607 $ 24,947 June 30, 2019 December 31, 2018 Assets Television and Entertainment $ 6,941,931 $ 6,976,808 Corporate and Other 1,458,060 1,274,583 Assets held for sale (2) 62,789 — Total assets $ 8,462,780 $ 8,251,391 (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. (2) See Note 2 for information regarding assets held for sale. |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Statements of Statement of Operations and Comprehensive Income (Loss) | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 482,885 $ 1,151 $ — $ 484,036 Programming and direct operating expenses — 231,508 662 — 232,170 Selling, general and administrative 24,615 104,221 864 — 129,700 Depreciation and amortization 1,558 44,468 2,859 — 48,885 Total Operating Expenses 26,173 380,197 4,385 — 410,755 Operating (Loss) Profit (26,173 ) 102,688 (3,234 ) — 73,281 Income (loss) on equity investments, net — 47,177 (650 ) — 46,527 Interest income 7,720 — 6 — 7,726 Interest expense (43,777 ) — — — (43,777 ) Pension and other postretirement periodic benefit credit, net 4,524 — — — 4,524 Other non-operating items, net (842 ) — 46 — (796 ) Intercompany income (charges) 23,578 (23,578 ) — — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (34,970 ) 126,287 (3,832 ) — 87,485 Income tax (benefit) expense (8,336 ) 33,094 (923 ) — 23,835 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 90,291 (188 ) — (90,103 ) — Net Income (Loss) $ 63,657 $ 93,005 $ (2,909 ) $ (90,103 ) $ 63,650 Net loss attributable to noncontrolling interests — — 7 — 7 Net Income (Loss) attributable to Tribune Media Company $ 63,657 $ 93,005 $ (2,902 ) $ (90,103 ) $ 63,657 Comprehensive Income (Loss) $ 53,271 $ 92,998 $ (2,692 ) $ (90,306 ) $ 53,271 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED JUNE 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 486,549 $ 2,809 $ — $ 489,358 Programming and direct operating expenses — 209,872 580 — 210,452 Selling, general and administrative 19,570 105,564 744 — 125,878 Depreciation and amortization 2,069 49,949 2,944 — 54,962 Total Operating Expenses 21,639 365,385 4,268 — 391,292 Operating (Loss) Profit (21,639 ) 121,164 (1,459 ) — 98,066 Income on equity investments, net — 42,684 9,884 — 52,568 Interest and dividend income 2,336 — — — 2,336 Interest expense (41,990 ) — — — (41,990 ) Pension and other post retirement periodic benefit credit, net 6,985 — — — 6,985 Other non-operating items (711 ) — — — (711 ) Intercompany income (charges) 12,412 (12,369 ) (43 ) — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (42,607 ) 151,479 8,382 — 117,254 Income tax (benefit) expense (9,620 ) 40,272 2,164 — 32,816 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 117,429 (198 ) — (117,231 ) — Net Income (Loss) $ 84,442 $ 111,009 $ 6,218 $ (117,231 ) $ 84,438 Net loss attributable to noncontrolling interests — — 4 — 4 Net Income (Loss) attributable to Tribune Media Company $ 84,442 $ 111,009 $ 6,222 $ (117,231 ) $ 84,442 Comprehensive Income (Loss) $ 83,011 $ 110,968 $ 5,561 $ (116,529 ) $ 83,011 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) SIX MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 936,522 $ 2,502 $ — $ 939,024 Programming and direct operating expenses — 449,860 1,360 — 451,220 Selling, general and administrative 48,188 213,025 1,749 — 262,962 Depreciation and amortization 3,301 87,838 5,719 — 96,858 Total Operating Expenses 51,489 750,723 8,828 — 811,040 Operating (Loss) Profit (51,489 ) 185,799 (6,326 ) — 127,984 Income (loss) on equity investments, net — 93,634 (1,422 ) — 92,212 Interest income 13,966 — 7 — 13,973 Interest expense (87,392 ) — — — (87,392 ) Pension and other postretirement periodic benefit credit, net 9,154 — — — 9,154 Gain on investment transaction — — 86,272 — 86,272 Other non-operating items, net (2,044 ) (1,000 ) (693 ) — (3,737 ) Intercompany income (charges) 47,156 (47,156 ) — — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (70,649 ) 231,277 77,838 — 238,466 Income tax (benefit) expense (17,124 ) 61,741 16,995 — 61,612 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 230,390 (348 ) — (230,042 ) — Net Income (Loss) $ 176,865 $ 169,188 $ 60,843 $ (230,042 ) $ 176,854 Net loss attributable to noncontrolling interests — — 11 — 11 Net Income (Loss) attributable to Tribune Media Company $ 176,865 $ 169,188 $ 60,854 $ (230,042 ) $ 176,865 Comprehensive Income (Loss) $ 160,867 $ 169,166 $ 60,751 $ (229,917 ) $ 160,867 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) SIX MONTHS ENDED JUNE 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 927,440 $ 5,553 $ — $ 932,993 Programming and direct operating expenses — 411,215 1,366 — 412,581 Selling, general and administrative 42,434 213,936 1,464 — 257,834 Depreciation and amortization 4,473 99,881 6,070 — 110,424 Gain on sales of spectrum — (133,197 ) — — (133,197 ) Total Operating Expenses 46,907 591,835 8,900 — 647,642 Operating (Loss) Profit (46,907 ) 335,605 (3,347 ) — 285,351 Income on equity investments, net — 82,042 9,663 — 91,705 Interest income 4,234 — — — 4,234 Interest expense (82,621 ) — — — (82,621 ) Pension and other postretirement periodic benefit credit, net 14,069 — — — 14,069 Gain on investment transaction — — 3,888 — 3,888 Other non-operating items, net (1,487 ) — — — (1,487 ) Intercompany income (charges) 24,825 (24,740 ) (85 ) — — (Loss) Income Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (87,887 ) 392,907 10,119 — 315,139 Income tax (benefit) expense (17,175 ) 104,122 2,571 — 89,518 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 296,343 (536 ) — (295,807 ) — Net Income (Loss) $ 225,631 $ 288,249 $ 7,548 $ (295,807 ) $ 225,621 Net loss attributable to noncontrolling interests — — 10 — 10 Net Income (Loss) attributable to Tribune Media Company $ 225,631 $ 288,249 $ 7,558 $ (295,807 ) $ 225,631 Comprehensive Income (Loss) $ 232,692 $ 288,183 $ 7,357 $ (295,540 ) $ 232,692 |
Condensed Consolidating Balance Sheets | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 1,309,266 $ 1,730 $ 3,112 $ — $ 1,314,108 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 60 420,860 389 — 421,309 Broadcast rights — 71,923 675 — 72,598 Income taxes receivable — 17,607 — — 17,607 Prepaid expenses 10,608 16,121 280 — 27,009 Other 7,035 1,233 597 — 8,865 Total current assets 1,343,576 529,474 5,053 — 1,878,103 Properties Property, plant and equipment 45,237 571,828 29,678 — 646,743 Accumulated depreciation (34,768 ) (248,736 ) (1,758 ) — (285,262 ) Net properties 10,469 323,092 27,920 — 361,481 Investments in subsidiaries 11,147,221 59,140 — (11,206,361 ) — Other Assets Broadcast rights — 69,723 304 — 70,027 Operating lease right-of-use assets 7,796 188,474 138 — 196,408 Goodwill — 3,220,300 8,247 — 3,228,547 Other intangible assets, net — 1,309,032 61,582 — 1,370,614 Assets held for sale — 62,789 — — 62,789 Investments 850 1,145,684 8,166 — 1,154,700 Intercompany receivables 3,203,083 7,113,348 1,480,848 (11,797,279 ) — Other 65,491 135,641 7,849 (68,870 ) 140,111 Total other assets 3,277,220 13,244,991 1,567,134 (11,866,149 ) 6,223,196 Total Assets $ 15,778,486 $ 14,156,697 $ 1,600,107 $ (23,072,510 ) $ 8,462,780 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 21,464 $ 19,609 $ 1,429 $ — $ 42,502 Income taxes payable — 55,509 — — 55,509 Contracts payable for broadcast rights — 211,176 870 — 212,046 Deferred revenue — 12,973 894 — 13,867 Interest payable 30,652 — — — 30,652 Operating lease liabilities 1,664 18,204 36 — 19,904 Other 54,004 56,229 1,003 — 111,236 Total current liabilities 107,784 373,700 4,232 — 485,716 Non-Current Liabilities Long-term debt 2,929,522 — — — 2,929,522 Deferred income taxes — 585,086 — (68,870 ) 516,216 Contracts payable for broadcast rights — 170,803 340 — 171,143 Operating lease liabilities 8,227 184,049 102 — 192,378 Intercompany payables 8,681,608 2,393,930 721,741 (11,797,279 ) — Other obligations 390,251 87,306 23,731 — 501,288 Total non-current liabilities 12,009,608 3,421,174 745,914 (11,866,149 ) 4,310,547 Total liabilities 12,117,392 3,794,874 750,146 (11,866,149 ) 4,796,263 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,045,530 8,307,898 913,902 (9,221,800 ) 4,045,530 Retained earnings (deficit) 368,621 2,055,177 (69,198 ) (1,985,979 ) 368,621 Accumulated other comprehensive (loss) income (120,965 ) (1,252 ) (166 ) 1,418 (120,965 ) Total Tribune Media Company shareholders’ equity (deficit) 3,661,094 10,361,823 844,538 (11,206,361 ) 3,661,094 Noncontrolling interests — — 5,423 — 5,423 Total shareholders’ equity (deficit) 3,661,094 10,361,823 849,961 (11,206,361 ) 3,666,517 Total Liabilities and Shareholders’ Equity (Deficit) $ 15,778,486 $ 14,156,697 $ 1,600,107 $ (23,072,510 ) $ 8,462,780 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF DECEMBER 31, 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 1,058,961 $ 904 $ 3,176 $ — $ 1,063,041 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 323 415,836 779 — 416,938 Broadcast rights — 96,308 1,961 — 98,269 Income taxes receivable — 23,922 — — 23,922 Prepaid expenses 6,992 12,139 313 — 19,444 Other 6,201 1,305 3 — 7,509 Total current assets 1,089,084 550,414 6,232 — 1,645,730 Properties Property, plant and equipment 45,684 612,282 29,411 — 687,377 Accumulated depreciation (31,920 ) (232,469 ) (1,689 ) — (266,078 ) Net properties 13,764 379,813 27,722 — 421,299 Investments in subsidiaries 10,899,707 59,488 — (10,959,195 ) — Other Assets Broadcast rights — 95,482 394 — 95,876 Goodwill — 3,220,300 8,301 — 3,228,601 Other intangible assets, net — 1,375,180 67,276 — 1,442,456 Investments 850 1,233,522 30,065 — 1,264,437 Intercompany receivables 2,987,672 6,571,444 1,447,586 (11,006,702 ) — Other 69,856 141,117 3,229 (61,210 ) 152,992 Total other assets 3,058,378 12,637,045 1,556,851 (11,067,912 ) 6,184,362 Total Assets $ 15,060,933 $ 13,626,760 $ 1,590,805 $ (22,027,107 ) $ 8,251,391 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES AS OF DECEMBER 31, 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 23,051 $ 20,357 $ 1,489 $ — $ 44,897 Income taxes payable — 9,973 — — 9,973 Contracts payable for broadcast rights — 230,501 2,186 — 232,687 Deferred revenue — 11,639 869 — 12,508 Interest payable 30,086 — — — 30,086 Other 44,702 76,694 246 — 121,642 Total current liabilities 97,839 349,164 4,790 — 451,793 Non-Current Liabilities Long-term debt 2,926,083 — — — 2,926,083 Deferred income taxes — 570,933 64,201 (61,210 ) 573,924 Contracts payable for broadcast rights — 232,850 425 — 233,275 Intercompany payables 8,121,544 2,176,908 708,250 (11,006,702 ) — Other 397,559 121,497 24,163 — 543,219 Total non-current liabilities 11,445,186 3,102,188 797,039 (11,067,912 ) 4,276,501 Total Liabilities 11,543,025 3,451,352 801,829 (11,067,912 ) 4,728,294 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,031,233 8,307,898 913,902 (9,221,800 ) 4,031,233 Retained (deficit) earnings 223,734 1,868,740 (130,052 ) (1,738,688 ) 223,734 Accumulated other comprehensive (loss) income (104,967 ) (1,230 ) (63 ) 1,293 (104,967 ) Total Tribune Media Company shareholders’ equity (deficit) 3,517,908 10,175,408 783,787 (10,959,195 ) 3,517,908 Noncontrolling interests — — 5,189 — 5,189 Total shareholders’ equity (deficit) 3,517,908 10,175,408 788,976 (10,959,195 ) 3,523,097 Total Liabilities and Shareholders’ Equity (Deficit) $ 15,060,933 $ 13,626,760 $ 1,590,805 $ (22,027,107 ) $ 8,251,391 |
Condensed Consolidating Statement of Cash Flows | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30 , 2019 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (51,751 ) $ 350,238 $ (88,224 ) $ — $ 210,263 Investing Activities Capital expenditures (1,188 ) (29,558 ) 139 — (30,607 ) Spectrum repack reimbursements — 5,947 — — 5,947 Proceeds from the sales of investments — — 107,547 — 107,547 Other, net — (919 ) — — (919 ) Net cash (used in) provided by investing activities (1,188 ) (24,530 ) 107,686 — 81,968 Financing Activities Payments of dividends (44,175 ) — — — (44,175 ) Tax withholdings related to net share settlements of share-based awards (8,630 ) — — — (8,630 ) Proceeds from stock option exercises 11,396 — — — 11,396 Contribution from noncontrolling interest — — 245 — 245 Change in intercompany receivables and payables and intercompany contributions 344,653 (324,882 ) (19,771 ) — — Net cash provided by (used in) financing activities 303,244 (324,882 ) (19,526 ) — (41,164 ) Net Increase (decrease) in Cash, Cash Equivalents and Restricted Cash 250,305 826 (64 ) — 251,067 Cash, cash equivalents and restricted cash, beginning of period 1,075,568 904 3,176 — 1,079,648 Cash, cash equivalents and restricted cash, end of period $ 1,325,873 $ 1,730 $ 3,112 $ — $ 1,330,715 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 1,309,266 $ 1,730 $ 3,112 $ — $ 1,314,108 Restricted cash and cash equivalents 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 1,325,873 $ 1,730 $ 3,112 $ — $ 1,330,715 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30 , 2018 (In thousands of dollars) Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (83,042 ) $ 327,636 $ (23,653 ) $ — $ 220,941 Investing Activities Capital expenditures (6,087 ) (18,785 ) (75 ) — (24,947 ) Spectrum repack reimbursement — 1,698 — — 1,698 Proceeds from sales of investments — — 3,890 — 3,890 Other — 2 1,613 — 1,615 Net cash (used in) provided by investing activities (6,087 ) (17,085 ) 5,428 — (17,744 ) Financing Activities Payments of dividends (43,847 ) — — — (43,847 ) Tax withholdings related to net share settlements of share-based awards (5,723 ) — — — (5,723 ) Proceeds from stock option exercises 581 — — — 581 Distribution to noncontrolling interests — — (2 ) — (2 ) Change in intercompany receivables and payables and intercompany contributions 291,389 (310,622 ) 19,233 — — Net cash provided by (used in) financing activities 242,400 (310,622 ) 19,231 — (48,991 ) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 153,271 (71 ) 1,006 — 154,206 Cash, cash equivalents and restricted cash, beginning of period 687,868 1,501 1,882 — 691,251 Cash, cash equivalents and restricted cash, end of period $ 841,139 $ 1,430 $ 2,888 $ — $ 845,457 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 824,532 $ 1,430 $ 2,888 $ — $ 828,850 Restricted cash and cash equivalents 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 841,139 $ 1,430 $ 2,888 $ — $ 845,457 |
Basis Of Presentation And Sig_4
Basis Of Presentation And Significant Accounting Policies (Details) | Feb. 07, 2019 | Nov. 30, 2018USD ($)$ / shares | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jul. 31, 2019station | Apr. 08, 2019station | Mar. 20, 2019station | Dec. 31, 2018USD ($) | |
Investment Holdings [Line Items] | |||||||||||
Total operating revenues | $ 484,036,000 | $ 489,358,000 | $ 939,024,000 | $ 932,993,000 | |||||||
Operating profit (loss) | [1] | 73,281,000 | 98,066,000 | 127,984,000 | 285,351,000 | ||||||
Topix LLC | Variable Interest Entity, Not Primary Beneficiary | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount | 4,000,000 | 4,000,000 | $ 5,000,000 | ||||||||
Corporate and Other | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Total operating revenues | 1,479,000 | 2,941,000 | 3,040,000 | 5,874,000 | |||||||
Operating profit (loss) | [1] | (26,322,000) | (21,701,000) | (51,544,000) | (46,268,000) | ||||||
Dreamcatcher Stations | Variable Interest Entity, Primary Beneficiary | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Total operating revenues | 20,000,000 | 19,000,000 | 38,000,000 | 37,000,000 | |||||||
Operating profit (loss) | $ 4,000,000 | $ 5,000,000 | $ 8,000,000 | $ 8,000,000 | |||||||
Nexstar Merger | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Business Acquisition, Share Price | $ / shares | $ 46.50 | ||||||||||
Business Acquisition, Share Price, Daily Price Increase After Target Close Date | $ 0.009863 | ||||||||||
Hart-Scott-Rodino Antitrust Improvement Act of 1976 Waiting Period | 30 days | ||||||||||
Television Stations Nexstar Proposes to Divest | station | 19 | ||||||||||
Television Markets Nexstar Proposes to Divest | 15 | ||||||||||
Contract Termination Fee | 135,000,000 | ||||||||||
Contract Termination Fees Nexstar Cost Reimbursement | $ 15,000,000 | ||||||||||
Nexstar Merger | Tribune Media Company | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Television Stations Nexstar Proposes to Divest | station | 10 | ||||||||||
Nexstar Merger | Dreamcatcher Stations | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Television Stations Nexstar Proposes to Divest | station | 3 | ||||||||||
Nexstar Merger | Nexstar | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Television Stations Nexstar Proposes to Divest | station | 2 | ||||||||||
Nexstar Merger | Subsequent Event | |||||||||||
Investment Holdings [Line Items] | |||||||||||
Television Markets Proposed to Divest in Filed Complaint | station | 13 | ||||||||||
[1] | (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Basis Of Presentation And Sig_5
Basis Of Presentation And Significant Accounting Policies - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Total operating revenues | $ 484,036 | $ 489,358 | $ 939,024 | $ 932,993 |
Television and Entertainment | ||||
Total operating revenues | 482,557 | 486,417 | 935,984 | 927,119 |
Advertising revenue | Television and Entertainment | ||||
Total operating revenues | 298,899 | 311,431 | 568,788 | 581,870 |
Retransmission revenues | Television and Entertainment | ||||
Total operating revenues | 132,342 | 117,185 | 265,202 | 235,327 |
Carriage fees | Television and Entertainment | ||||
Total operating revenues | 40,771 | 40,815 | 81,910 | 82,477 |
Other | Television and Entertainment | ||||
Total operating revenues | $ 10,545 | $ 16,986 | $ 20,084 | $ 27,445 |
Basis Of Presentation And Sig_6
Basis Of Presentation And Significant Accounting Policies - Dreamcatcher (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Variable Interest Entity [Line Items] | |||
Broadcast rights | $ 70,027 | $ 95,876 | |
Other intangible assets, net | 1,370,614 | 1,442,456 | |
Other assets | 140,111 | 152,992 | |
Total Assets (1) | [1] | 8,462,780 | 8,251,391 |
Contracts payable for broadcast rights | 212,046 | 232,687 | |
Other liabilities | 117,872 | 154,599 | |
Total Liabilities (1) | [1] | 4,796,263 | 4,728,294 |
Variable Interest Entity, Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Total Assets (1) | 66,000 | 73,000 | |
Total Liabilities (1) | 26,000 | 28,000 | |
Dreamcatcher | Variable Interest Entity, Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Broadcast rights | 979 | 2,355 | |
Other intangible assets, net | 56,122 | 61,386 | |
Other assets | 8,418 | 8,770 | |
Total Assets (1) | 65,519 | 72,511 | |
Contracts payable for broadcast rights | 870 | 2,186 | |
Long-term deferred revenue | 23,731 | 24,164 | |
Other liabilities | 1,206 | 1,291 | |
Total Liabilities (1) | $ 25,807 | $ 27,641 | |
[1] | (1) The Company’s consolidated total assets as of June 30, 2019 and December 31, 2018 include total assets of variable interest entities (“VIEs”) of $66 million and $73 million , respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of June 30, 2019 and December 31, 2018 include total liabilities of the VIEs of $26 million and $28 million , respectively, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Assets Held For Sale (Details)
Assets Held For Sale (Details) $ in Thousands | Jun. 30, 2019USD ($)property | Dec. 31, 2018USD ($) | ||
Assets held for sale | [1] | $ 62,789 | $ 0 | |
Assets Held for Sale, Number of Properties Held for Sale | property | 2 | |||
Real Estate | ||||
Assets held for sale | $ 62,789 | [2] | $ 0 | |
[1] | (2) See Note 2 for information regarding assets held for sale. | |||
[2] | (1) As of June 30, 2019 , the Company had two real estate properties held for sale. |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||||
Operating lease right-of-use assets | $ 196,408 | $ 196,408 | $ 0 | ||
Operating lease liability | $ 212,282 | $ 212,282 | |||
Deferred Rent Credit | $ 18,000 | ||||
Cumulative effect of a change in accounting principle | $ 12,808 | ||||
Operating Lease, Weighted Average Remaining Lease Term | 10 years 9 months 18 days | 10 years 9 months 18 days | |||
Operating Lease, Weighted Average Discount Rate, Percent | 6.81% | 6.81% | |||
Lease, Cost | $ 9,000 | $ 18,000 | |||
Lease, Operating Lease, Lease Not Yet Commenced, Amount | $ 5,000 | $ 5,000 | |||
Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Lessee, Operating Lease, Term of Contract | 12 months | 12 months | |||
Lessee Operating Leases Remaining Lease Term | 2 months | ||||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 5 years | 5 years | |||
Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Lessee, Operating Lease, Term of Contract | 40 years | 40 years | |||
Lessee Operating Leases Remaining Lease Term | 17 years | ||||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 15 years | 15 years | |||
Accounting Standards Update 2016-02 | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating lease right-of-use assets | $ 158,000 | ||||
Operating lease liability | $ 174,000 | ||||
Cumulative effect of a change in accounting principle | $ 13,000 |
Leases Supplemental Cash Flow I
Leases Supplemental Cash Flow Information - Leases (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows from operating leases | $ 17,637 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 53,759 |
Leases Maturities of lease liab
Leases Maturities of lease liabilities (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
2019 (excluding the six months ended June 30, 2019) | $ 17,057 |
2020 | 32,641 |
2021 | 26,697 |
2022 | 30,665 |
2023 | 23,856 |
Thereafter | 184,070 |
Total lease payments | 314,986 |
Less: imputed interest | 102,704 |
Total operating lease liabilities | $ 212,282 |
Leases Future Minimum Rental Pa
Leases Future Minimum Rental Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 33,042 |
2020 | 31,035 |
2021 | 22,496 |
2022 | 22,004 |
2023 | 20,798 |
Thereafter | 91,961 |
Total lease payments | $ 221,336 |
Goodwill And Other Intangible_3
Goodwill And Other Intangible Assets - (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | $ 752,000 | $ 752,000 |
Total other intangible assets, net (excluding goodwill) | 1,370,614 | 1,442,456 |
Goodwill | 3,228,547 | 3,228,601 |
Total goodwill and other intangible assets | 4,599,161 | 4,671,057 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | 1,447,709 | 1,454,815 |
Intangible assets, accumulated amortization | (829,095) | (764,359) |
Intangible assets subject to amortization, net | 618,614 | 690,456 |
FCC Licenses | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | 737,200 | 737,200 |
Trade Names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | 14,800 | 14,800 |
Affiliate Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | 212,000 | 212,000 |
Intangible assets, accumulated amortization | (86,125) | (79,500) |
Intangible assets subject to amortization, net | $ 125,875 | 132,500 |
Useful life (years) | 16 years | |
Advertiser relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 168,000 | 168,000 |
Intangible assets, accumulated amortization | (136,500) | (126,000) |
Intangible assets subject to amortization, net | $ 31,500 | 42,000 |
Useful life (years) | 8 years | |
Network Affiliation Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 228,700 | 228,700 |
Intangible assets, accumulated amortization | (91,154) | (83,649) |
Intangible assets subject to amortization, net | $ 137,546 | 145,051 |
Network Affiliation Agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 11 years | |
Network Affiliation Agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 16 years | |
Retransmission Consent Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 830,100 | 830,100 |
Intangible assets, accumulated amortization | (512,092) | (467,073) |
Intangible assets subject to amortization, net | $ 318,008 | 363,027 |
Retransmission Consent Agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 7 years | |
Retransmission Consent Agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 12 years | |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 8,909 | 16,015 |
Intangible assets, accumulated amortization | (3,224) | (8,137) |
Intangible assets subject to amortization, net | $ 5,685 | $ 7,878 |
Other Intangible Assets | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 5 years | |
Other Intangible Assets | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 15 years |
Goodwill And Other Intangible_4
Goodwill And Other Intangible Assets - Changes in carrying amounts of intangible assets (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2018 | ||
Finite-lived Intangible Assets [Roll Forward] | |||
Balance as of December 31, 2018 | $ 690,456 | ||
Amortization | (70,039) | ||
Balance sheet reclassifications (1) | [1] | (1,762) | |
Foreign currency translation adjustment | (41) | ||
Balance as of June 30, 2019 | 618,614 | ||
Indefinite-lived Intangible Assets [Roll Forward] | |||
Balance at December 31, 2018 | 752,000 | ||
Balance as of June 30, 2019 | 752,000 | ||
Goodwill [Roll Forward] | |||
Gross balance as of December 31, 2018 | $ 3,609,601 | ||
Accumulated impairment losses at December 31, 2018 | (381,000) | ||
Balance as of December 31, 2018 | 3,228,601 | ||
Foreign currency translation adjustment | (54) | ||
Balance as of June 30, 2019 | 3,228,547 | ||
Total goodwill and other intangible assets | $ 4,599,161 | $ 4,671,057 | |
[1] | (1) Balance sheet reclassifications include $2 million of lease contract intangible assets that were reclassified to operating lease right-of-use assets in the Company’s unaudited Condensed Consolidated Balance Sheets on January 1, 2019 upon implementation of ASU No. 2016-02. See Note 3 for additional information. |
Goodwill And Other Intangible_5
Goodwill And Other Intangible Assets Change in carrying amounts of intangible assets (Notes) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019USD ($) | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance sheet reclassifications (1) | $ (1,762) | [1] |
[1] | (1) Balance sheet reclassifications include $2 million of lease contract intangible assets that were reclassified to operating lease right-of-use assets in the Company’s unaudited Condensed Consolidated Balance Sheets on January 1, 2019 upon implementation of ASU No. 2016-02. See Note 3 for additional information. |
Goodwill And Other Intangible_6
Goodwill And Other Intangible Assets - Narrative (Details) $ in Millions | Jun. 30, 2019USD ($) |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |
Amortization expense relating to amortizable intangible assets, remainder of 2019 | $ 70 |
Amortization expense relating to amortizable intangible assets, 2020 | 134 |
Amortization expense relating to amortizable intangible assets, 2021 | 103 |
Amortization expense relating to amortizable intangible assets, 2022 | 84 |
Amortization expense relating to amortizable intangible assets, 2023 | 57 |
Amortization expense relating to amortizable intangible assets, 2024 | $ 51 |
Investments Total Investments (
Investments Total Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Investments [Abstract] | ||
Equity method investments | $ 1,149,197 | $ 1,238,457 |
Other equity investments | 5,503 | 25,980 |
Total investments | $ 1,154,700 | $ 1,264,437 |
Investments Equity Method Inves
Investments Equity Method Investments Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Investments [Abstract] | ||||
Income on equity investments, net, before amortization of basis difference | $ 58,996 | $ 65,037 | $ 117,150 | $ 116,643 |
Amortization of basis difference | (12,469) | (12,469) | (24,938) | (24,938) |
Income on equity investments, net | $ 46,527 | $ 52,568 | $ 92,212 | $ 91,705 |
Investments Equity Method Inv_2
Investments Equity Method Investments (Details) - USD ($) $ in Thousands | May 14, 2018 | Jun. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Sep. 13, 2018 | Dec. 31, 2012 |
Schedule of Equity Method Investments [Line Items] | |||||||||
Aggregate fair value of investments as of Effective Date | $ 2,224,000 | ||||||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 611,000 | $ 611,000 | |||||||
Equity Method Investment, Net Intangible Assets Subject to Amortization of Basis Difference, Useful Life | 14 years | ||||||||
Equity method investments | 1,149,197 | $ 1,149,197 | $ 1,238,457 | ||||||
Income on equity investments, net | $ 46,527 | $ 52,568 | 92,212 | $ 91,705 | |||||
Distributions from equity investments | $ 181,461 | 158,926 | |||||||
Television Food Network, G.P. | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity method investment, ownership percentage | 31.00% | 31.00% | |||||||
Equity method investments | $ 1,140,000 | $ 1,140,000 | 1,228,000 | ||||||
Income on equity investments, net | 47,000 | 43,000 | 94,000 | 82,000 | |||||
Distributions from equity investments | $ 28,000 | 38,000 | $ 181,000 | 153,000 | |||||
CareerBuilder, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity method investment, ownership percentage | 6.00% | ||||||||
Income on equity investments, net | $ 10,000 | $ 10,000 | 10,000 | ||||||
Distributions from equity investments | $ 5,000 | $ 6,000 | |||||||
Proceeds from Sale of Equity Method Investments | $ 11,000 | ||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ (5,000) | ||||||||
Revaluation of Assets | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Fresh-Start Adjustment, Increase (Decrease), Investments | 1,615,000 | ||||||||
Fresh-Start Adjustment, Carrying Value of Equity Investees' Amortizable Intangible Assets | 1,108,000 | ||||||||
Fresh-Start Adjustment, Carrying Value of Equity Investees' Goodwill and Intangible Assets not Subject to Amortization | $ 507,000 |
Investments Cash Distributions
Investments Cash Distributions from Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | ||||
Cash distributions from equity investments | $ 28,379 | $ 43,789 | $ 181,461 | $ 158,926 |
Investments TV Food Network (De
Investments TV Food Network (Details) - Television Food Network, G.P. - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues, net | $ 336,200 | $ 322,154 | $ 655,915 | $ 630,099 |
Operating income | 190,888 | 171,788 | 368,920 | 334,544 |
Net income | $ 190,604 | $ 176,289 | $ 378,054 | $ 341,878 |
Investments Other Equity Invest
Investments Other Equity Investments (Details) - USD ($) $ in Thousands | Jan. 22, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Aug. 21, 2018 |
Line of Credit Facility [Line Items] | |||||||
Proceeds from the sales of investments | $ 107,547 | $ 3,890 | |||||
Gain on investment transaction | $ 86,272 | $ 3,888 | |||||
New Cubs LLC | Payment Guarantee | |||||||
Line of Credit Facility [Line Items] | |||||||
Guarantor maximum exposure | $ 249,000 | ||||||
CEV LLC | |||||||
Line of Credit Facility [Line Items] | |||||||
Investment Ownership Percentage | 5.00% | 5.00% | |||||
Proceeds from the sales of investments | $ 107,500 | ||||||
Gain on investment transaction | $ 86,000 | ||||||
Gain (loss) on Investments, after tax | 66,000 | ||||||
Deferred Tax Liabilities, Investments | $ 69,000 | ||||||
Other Equity Investment | |||||||
Line of Credit Facility [Line Items] | |||||||
Proceeds from the sales of investments | $ 4,000 | ||||||
Gain on investment transaction | $ 4,000 |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total debt, net of discounts | $ 2,929,522 | $ 2,926,083 |
Senior Notes | 5.875% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | 1,091,522 | 1,090,139 |
Term B Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | 188,673 | 188,357 |
Term C Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | $ 1,649,327 | $ 1,647,587 |
Debt - Footnotes (Details)
Debt - Footnotes (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Senior Notes | 5.875% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.875% | 5.875% |
Debt issuance costs | $ 8,478 | $ 9,861 |
Term B Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Effective Percentage | 3.84% | 3.84% |
Debt instrument, unamortized discount and debt issuance costs | $ 952 | $ 1,268 |
Term C Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Effective Percentage | 3.85% | 3.85% |
Debt instrument, unamortized discount and debt issuance costs | $ 16,565 | $ 18,305 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 |
Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Standby letters of credit outstanding | $ 20,000,000 | $ 20,000,000 |
Senior Secured Credit Agreement | Term C Loans | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 1,666,000,000 | 1,666,000,000 |
Debt instrument, unamortized discount and debt issuance costs | 16,565,000 | 18,305,000 |
Senior Secured Credit Agreement | Term B Loans | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 190,000,000 | 190,000,000 |
Debt instrument, unamortized discount and debt issuance costs | 952,000 | 1,268,000 |
Senior Secured Credit Agreement | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Revolving credit facility borrowings outstanding | 0 | 0 |
Borrowing capacity under senior secured credit facility | 338,000,000 | 338,000,000 |
Senior Secured Credit Agreement | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Debt instrument, unamortized discount and debt issuance costs | 18,000,000 | $ 20,000,000 |
5.875% Senior Notes due 2022 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 1,100,000,000 | |
Stated interest rate | 5.875% | 5.875% |
Debt issuance costs | $ 8,478,000 | $ 9,861,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Jan. 27, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest Expense | $ 43,777 | $ 41,990 | $ 87,392 | $ 82,621 | ||
Senior Notes | 5.875% Senior Notes due 2022 | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Stated interest rate | 5.875% | 5.875% | 5.875% | |||
Designated as Hedging Instrument | Interest Rate Swap | Other current liabilities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest Rate Cash Flow Hedge Liability | $ 11,000 | $ 11,000 | ||||
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Swap | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Derivative, Notional Amount | $ 500,000 | |||||
Gain (Loss) on Cash Flow Hedge, Net, Pretax | $ 300 | $ (400) | 1,000 | $ (1,000) | ||
Expected reclassification of AOCI into Interest Expense | $ 2,000 |
Fair Value Measurements Estimat
Fair Value Measurements Estimated Fair Values and Carrying Amounts (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 2,929,522 | $ 2,926,083 |
Senior Secured Credit Agreement | Term B Loans | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 188,673 | 188,357 |
Senior Secured Credit Agreement | Term B Loans | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 189,329 | 187,965 |
Senior Secured Credit Agreement | Term C Loans | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 1,649,327 | 1,647,587 |
Senior Secured Credit Agreement | Term C Loans | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 1,662,078 | 1,631,742 |
5.875% Senior Notes due 2022 | Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 1,091,522 | 1,090,139 |
5.875% Senior Notes due 2022 | Senior Notes | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 1,120,779 | 1,111,000 |
5.875% Senior Notes due 2022 | Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 1,091,522 | $ 1,090,139 |
Stated interest rate | 5.875% | 5.875% |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Aug. 09, 2018USD ($) | Mar. 23, 2018USD ($) | Dec. 08, 2008subsidiary | Feb. 29, 2012USD ($) | Jun. 30, 2019USD ($)claimcase | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($)claimcase | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2019USD ($)claimcase | Dec. 31, 2012claim | Aug. 09, 2019television_stationradio_station | Apr. 13, 2017station |
Loss Contingencies [Line Items] | |||||||||||||||
Number of direct and indirect wholly-owned subsidiaries included in bankruptcy filing | subsidiary | 110 | ||||||||||||||
Number of proofs of claim settled or satisfied pursuant to the terms of the plan | case | 106 | 106 | 106 | ||||||||||||
Number of complaints filed | claim | 7,400 | ||||||||||||||
Restricted cash and cash equivalents | $ 16,607,000 | $ 16,607,000 | $ 16,607,000 | $ 16,607,000 | $ 16,607,000 | $ 16,607,000 | |||||||||
Number of proofs of claim subject to further evaluation and adjustments | claim | 403 | 403 | 403 | ||||||||||||
Number of complaints pending settlement | claim | 54 | ||||||||||||||
Reorganization Items | $ 876,000 | 685,000 | $ 2,194,000 | 1,578,000 | |||||||||||
Federal Communications Commission Regulation, Television Station Ownership Cap, Percent | 39.00% | 39.00% | 39.00% | ||||||||||||
The UHF Discount, Percent | 50.00% | 50.00% | 50.00% | ||||||||||||
FCC regulation, maximum reimbursement amount for required product modifications | $ 1,750,000,000 | ||||||||||||||
FCC regulation, additional reimbursement amount for required product modifications | $ 1,000,000,000 | ||||||||||||||
Proceeds Received From FCC Spectrum Auction | $ 191,000,000 | ||||||||||||||
Proceeds from FCC spectrum auction | 172,000,000 | ||||||||||||||
Number of Stations Subject to Spectrum Frequency Transition | station | 22 | ||||||||||||||
Capital expenditures incurred related to spectrum repack | $ 12,000,000 | 24,000,000 | $ 39,000,000 | ||||||||||||
FCC reimbursements received | $ 2,000,000 | $ 2,000,000 | $ 6,000,000 | $ 2,000,000 | $ 11,000,000 | $ 17,000,000 | |||||||||
Fox Purchase Agreement | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Contract Termination Fee | $ 0 | ||||||||||||||
FCC Licenses | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Gain (Loss) on Disposition of Intangible Assets | $ 133,000,000 | ||||||||||||||
Dreamcatcher Stations | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Proceeds Received From FCC Spectrum Auction | $ 26,000,000 | ||||||||||||||
Subsequent Event | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
FCC regulation, number of television stations authorized | television_station | 39 | ||||||||||||||
FCC regulation, number of radio stations authorized | radio_station | 1 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 23,835 | $ 32,816 | $ 61,612 | $ 89,518 |
Effective Income Tax Rate Reconciliation, Percent | 27.20% | 28.00% | 25.80% | 28.40% |
U.S federal statutory rate, percent | 21.00% | 21.00% | ||
Income tax benefit related to federal and state income tax filings for prior year | $ 500 | |||
Employee Service Share-based Compensation, Tax Benefit from Exercise of Stock Options | $ 2,000 | |||
Income tax benefit from a change in state tax rate | 3,000 | |||
Charge related to certain income tax matters | $ 1,000 | |||
Write-off of unrealized deferred tax asset | $ 1,000 | $ 3,000 |
Income Taxes - Newsday and Chic
Income Taxes - Newsday and Chicago Cubs Transactions (Details) - USD ($) $ in Thousands | Jan. 22, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Aug. 21, 2018 | Oct. 27, 2009 |
Income Tax Contingency [Line Items] | ||||||
Proceeds from the sales of investments | $ 107,547 | $ 3,890 | ||||
Gain on investment transaction | 86,272 | $ 3,888 | ||||
CEV LLC | ||||||
Income Tax Contingency [Line Items] | ||||||
Ownership percentage in common stock by third party | 95.00% | |||||
Ownership percentage in common stock | 5.00% | 5.00% | ||||
Proceeds from the sales of investments | $ 107,500 | |||||
Gain on investment transaction | $ 86,000 | |||||
Gain (loss) on Investments, after tax | 66,000 | |||||
Deferred tax liability | $ 69,000 | |||||
CEV LLC | Tax Year 2009 | ||||||
Income Tax Contingency [Line Items] | ||||||
IRS proposed tax | 182,000 | |||||
IRS proposed gross valuation misstatement penalty | 73,000 | |||||
After-tax interest on proposed tax and penalty | 92,000 | |||||
Estimated federal income taxes before interest and penalties | 225,000 | |||||
Deferred tax liability | 69,000 | |||||
Income taxes paid | $ 167,000 |
Income Taxes - Other (Details)
Income Taxes - Other (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Liability for unrecognized tax benefits | $ 22 | $ 21 |
Decrease in unrecognized tax benefits is reasonably possible | $ 3 |
Pension And Other Retirement _3
Pension And Other Retirement Plans Net Periodic Benefit Cost For Pension Benefit Plan (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 203 | $ 174 | $ 416 | $ 467 |
Interest cost | 19,229 | 17,829 | 38,398 | 35,569 |
Expected return on plans’ assets | (23,769) | (24,823) | (47,554) | (49,641) |
Recognized actuarial loss | 0 | 8 | 0 | 8 |
Amortization of prior service costs | 39 | 35 | 79 | 70 |
Net periodic benefit credit | $ (4,298) | $ (6,777) | $ (8,661) | $ (13,527) |
Pension And Other Retirement _4
Pension And Other Retirement Plans Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2019 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 24.5 | |
Scenario, Forecast | Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 3 | |
Scenario, Forecast | Other Post Retirement Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 1 |
Capital Stock (Details)
Capital Stock (Details) | Aug. 01, 2019$ / shares | Jun. 30, 2019USD ($)$ / sharesshares | Mar. 31, 2019$ / sharesshares | Jun. 30, 2018$ / sharesshares | Mar. 31, 2018$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017shares | Feb. 24, 2016USD ($) | Dec. 31, 2012shares |
Class of Stock [Line Items] | |||||||||||
Preferred stock authorized for issuance, shares | 40,000,000 | 40,000,000 | 40,000,000 | ||||||||
Preferred stock par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Treasury stock issued, shares | 14,102,185 | 14,102,185 | 14,102,185 | ||||||||
Regular Cash Dividend | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.50 | $ 0.50 | |||||
Regular Cash Dividend | Subsequent Event | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 0.25 | ||||||||||
Dividend Restriction | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 0.25 | ||||||||||
Warrant | |||||||||||
Class of Stock [Line Items] | |||||||||||
Warrants issued (shares) | 30,551 | 30,551 | 16,789,972 | ||||||||
Number of shares called by each warrant (shares) | 1 | 1 | |||||||||
Warrant, exercise price, per share (usd per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Class A Common Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, authorized for issuance, shares | 1,000,000,000,000,000 | 1,000,000,000,000,000 | 1,000,000,000 | ||||||||
Common stock, par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Common stock, conversion ratio | 1 | ||||||||||
Number of warrants exercised (shares) | 0 | 0 | |||||||||
Number of shares of common stock issued (shares) | 102,498,285 | 102,349,311 | 101,727,977 | 101,713,544 | 102,498,285 | 101,727,977 | 101,790,837 | 101,429,999 | |||
Shares repurchases authorized (amount) | $ | $ 400,000,000 | ||||||||||
Remaining authorized repurchase amount | $ | $ 168,000,000 | $ 168,000,000 | |||||||||
Treasury Stock, Value, Acquired, Cost Method | $ | $ 0 | $ 0 | |||||||||
Class B Common Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, authorized for issuance, shares | 1,000,000,000,000,000 | 1,000,000,000,000,000 | 1,000,000,000 | ||||||||
Common stock, par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Common stock, conversion ratio | 1 | ||||||||||
Number of shares converted (shares) | 0 | 0 | |||||||||
Number of warrants exercised (shares) | 0 | 0 | |||||||||
Number of shares of common stock issued (shares) | 5,557 | 5,557 | 5,557 | 5,557 | 5,557 | 5,557 | 5,557 | 5,557 | |||
Preferred Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock authorized for issuance, shares | 40,000,000 | 40,000,000 | |||||||||
Preferred stock par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 |
Capital Stock Dividends Declare
Capital Stock Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Class of Stock [Line Items] | ||||||
Total Amount | $ 22,114 | $ 22,061 | $ 21,925 | $ 21,922 | $ 44,175 | $ 43,847 |
Regular Cash Dividend | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per common share (usd per share) | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.50 | $ 0.50 |
Stock-Based Compensation Narrat
Stock-Based Compensation Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | May 05, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation | $ 6,000 | $ 5,000 | $ 10,920 | $ 10,511 | |
2016 Incentive Compensation Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance under Equity Incentive Plan (shares) | 5,100,000 | ||||
Number of shares available for grant under Equity Incentive Plan (shares) | 2,284,930 | 2,284,930 | |||
2016 Directors Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance under Equity Incentive Plan (shares) | 200,000 | ||||
Number of shares available for grant under Equity Incentive Plan (shares) | 157,400 | 157,400 |
Stock-Based Compensation Non-Qu
Stock-Based Compensation Non-Qualified Stock Options Activity (Details) - NSO | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding, beginning of period (shares) | shares | 2,431,397 |
Exercised (shares) | shares | (357,852) |
Forfeited (shares) | shares | (44,740) |
Cancelled (shares) | shares | (9,720) |
Outstanding, end of period (shares) | shares | 2,019,085 |
Vested and exercisable, shares end of period (shares) | shares | 1,373,655 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Outstanding, beginning of period, weighted average exercise price (usd per share) | $ / shares | $ 36.54 |
Exercised, weighted average exercise price (usd per share) | $ / shares | 31.84 |
Forfeited, weighted average exercise price (usd per share) | $ / shares | 33.10 |
Cancelled, weighted average exercise price (usd per share) | $ / shares | 57.24 |
Outstanding, end of period, weighted average exercise price (usd per share) | $ / shares | 37.35 |
Vested and exercisable, weighted average exercise price, end of period (usd per share) | $ / shares | $ 39.65 |
Stock-Based Compensation Restri
Stock-Based Compensation Restricted Stock Units Activity (Details) | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
RSU | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, shares, beginning of period (shares) | shares | 1,123,554 |
Granted (shares) | shares | 468,469 |
Vested (shares) | shares | (387,343) |
Forfeited (shares) | shares | (39,285) |
Outstanding and nonvested, shares, end of period (shares) | shares | 1,153,104 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 35.46 |
Granted, weighted average fair value (usd per share) | $ / shares | 46.03 |
Vested, weighted average fair value (usd per share) | $ / shares | 34.68 |
Forfeited, weighted average fair value (usd per share) | $ / shares | 37.29 |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 40.03 |
RSU Dividend Equivalent Unit (DEU) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Granted (shares) | shares | 12,621 |
Vested (shares) | shares | (23,342) |
Forfeited (shares) | shares | (1,570) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Granted, weighted average fair value (usd per share) | $ / shares | $ 46.11 |
Vested, weighted average fair value (usd per share) | $ / shares | 37.58 |
Forfeited, weighted average fair value (usd per share) | $ / shares | $ 38.77 |
Stock-Based Compensation Unrest
Stock-Based Compensation Unrestricted Stock Awards Activity (Details) - Unrestricted Stock | Jun. 30, 2019$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, shares, beginning of period (shares) | shares | 27,812 |
Outstanding and nonvested, shares, end of period (shares) | shares | 27,812 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 36.84 |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 36.84 |
Stock-Based Compensation Perfor
Stock-Based Compensation Performance Share Units Activity (Details) | 6 Months Ended | |
Jun. 30, 2019$ / sharesshares | ||
PSU | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding, shares, beginning of period (shares) | shares | 161,515 | |
Granted (shares) | shares | 49,342 | [1] |
Vested (shares) | shares | (119,282) | |
Outstanding and nonvested, shares, end of period (shares) | shares | 87,148 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 37.30 | |
Granted, weighted average fair value (usd per share) | $ / shares | 46.43 | [1] |
Vested, weighted average fair value (usd per share) | $ / shares | 36.60 | |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 42.09 | |
PSU Dividend Equivalent Unit (DEU) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Granted (shares) | shares | 2,121 | |
Vested (shares) | shares | (6,548) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Granted, weighted average fair value (usd per share) | $ / shares | $ 42.51 | |
Vested, weighted average fair value (usd per share) | $ / shares | $ 37.19 | |
[1] | Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. |
Stock-Based Compensation Costs
Stock-Based Compensation Costs Not Yet Recognized (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Nonvested awards, unrecognized compensation cost | $ 44,383 |
Nonvested awards, weighted average remaining recognition period | 2 years 4 months 24 days |
Earnings Per Share Narrative (D
Earnings Per Share Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dividend equivalent units outstanding (shares) | 46,438 | |||
Weighted-average warrants outstanding excluded from EPS, (shares) | 30,551 | 30,551 | 30,551 | 30,551 |
Stock Compensation Plan | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from diluted EPS calculation | 553,359 | 1,596,116 | 563,257 | 1,219,922 |
Earnings Per Share Calculation
Earnings Per Share Calculation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share [Abstract] | ||||||
Net Income | $ 63,650 | $ 113,204 | $ 84,438 | $ 141,183 | $ 176,854 | $ 225,621 |
Net loss attributable to noncontrolling interests | 7 | 4 | 11 | 10 | ||
Net Income attributable to Tribune Media Company | 63,657 | 84,442 | 176,865 | 225,631 | ||
Less: Dividends distributed to Warrants | 8 | 8 | 15 | 15 | ||
Less: Undistributed earnings allocated to Warrants | 14 | 22 | 46 | 63 | ||
Net income attributable to Tribune Media Company’s common shareholders for basic EPS | 63,635 | 84,412 | 176,804 | 225,553 | ||
Add: Undistributed earnings allocated to dilutive securities | 0 | 0 | 0 | 1 | ||
Net income attributable to Tribune Media Company’s common shareholders for diluted EPS | $ 63,635 | $ 84,412 | $ 176,804 | $ 225,554 | ||
Weighted average shares outstanding - basic (shares) | 88,342 | 87,628 | 88,133 | 87,556 | ||
Impact of dilutive securities (shares) | 772 | 545 | 969 | 787 | ||
Weighted average shares outstanding - diluted (shares) | 89,114 | 88,173 | 89,102 | 88,343 | ||
Basic | $ 0.72 | $ 0.96 | $ 2.01 | $ 2.58 | ||
Diluted | $ 0.71 | $ 0.96 | $ 1.98 | $ 2.55 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at December 31, 2018 | $ (104,967) |
Other comprehensive income before reclassifications | (15,482) |
Amounts reclassified from AOCI | (516) |
Balance at June 30, 2019 | (120,965) |
Pension and Other Post-Retirement Benefit Items | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at December 31, 2018 | (108,238) |
Other comprehensive income before reclassifications | (2,885) |
Amounts reclassified from AOCI | (92) |
Balance at June 30, 2019 | (111,215) |
Cash Flow Hedging Instruments | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at December 31, 2018 | 4,564 |
Other comprehensive income before reclassifications | (12,472) |
Amounts reclassified from AOCI | (424) |
Balance at June 30, 2019 | (8,332) |
Foreign Currency Translation Adjustments | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at December 31, 2018 | (1,293) |
Other comprehensive income before reclassifications | (125) |
Amounts reclassified from AOCI | 0 |
Balance at June 30, 2019 | $ (1,418) |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | ||
Segment Reporting Information [Line Items] | ||||||
Operating Revenues | $ 484,036 | $ 489,358 | $ 939,024 | $ 932,993 | ||
Operating profit (loss) | [1] | 73,281 | 98,066 | 127,984 | 285,351 | |
Depreciation | 13,867 | 13,281 | 26,819 | 27,056 | ||
Amortization | 35,018 | 41,681 | 70,039 | 83,368 | ||
Capital expenditures | 17,229 | 11,274 | 30,607 | 24,947 | ||
Assets | [2] | 8,462,780 | 8,462,780 | $ 8,251,391 | ||
Assets held for sale | [3] | 62,789 | 62,789 | 0 | ||
Television and Entertainment | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating Revenues | 482,557 | 486,417 | 935,984 | 927,119 | ||
Operating Segments | Television and Entertainment | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating Revenues | 482,557 | 486,417 | 935,984 | 927,119 | ||
Operating profit (loss) | [1] | 99,603 | 119,767 | 179,528 | 331,619 | |
Depreciation | 12,064 | 10,941 | 23,126 | 21,811 | ||
Amortization | 35,018 | 41,681 | 70,039 | 83,368 | ||
Capital expenditures | 15,851 | 7,433 | 27,784 | 17,559 | ||
Assets | 6,941,931 | 6,941,931 | 6,976,808 | |||
Corporate and Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating Revenues | 1,479 | 2,941 | 3,040 | 5,874 | ||
Operating profit (loss) | [1] | (26,322) | (21,701) | (51,544) | (46,268) | |
Depreciation | 1,803 | 2,340 | 3,693 | 5,245 | ||
Capital expenditures | 1,378 | $ 3,841 | 2,823 | $ 7,388 | ||
Assets | $ 1,458,060 | $ 1,458,060 | $ 1,274,583 | |||
[1] | (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. | |||||
[2] | (1) The Company’s consolidated total assets as of June 30, 2019 and December 31, 2018 include total assets of variable interest entities (“VIEs”) of $66 million and $73 million , respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of June 30, 2019 and December 31, 2018 include total liabilities of the VIEs of $26 million and $28 million , respectively, for which the creditors of the VIEs have no recourse to the Company (see Note 1). | |||||
[3] | (2) See Note 2 for information regarding assets held for sale. |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Condensed Statement of Income Captions [Line Items] | |||||||
Operating Revenues | $ 484,036 | $ 489,358 | $ 939,024 | $ 932,993 | |||
Programming and direct operating expenses | 232,170 | 210,452 | 451,220 | 412,581 | |||
Selling, general and administrative | 129,700 | 125,878 | 262,962 | 257,834 | |||
Depreciation and amortization | 48,885 | 54,962 | 96,858 | 110,424 | |||
Gain on sales of spectrum | 0 | 0 | 0 | (133,197) | |||
Total operating expenses | 410,755 | 391,292 | 811,040 | 647,642 | |||
Operating (Loss) Profit | [1] | 73,281 | 98,066 | 127,984 | 285,351 | ||
Income (loss) on equity investments, net | 46,527 | 52,568 | 92,212 | 91,705 | |||
Interest income | 7,726 | 2,336 | 13,973 | 4,234 | |||
Interest expense | (43,777) | (41,990) | (87,392) | (82,621) | |||
Pension and other postretirement periodic benefit credit, net | 4,524 | 6,985 | 9,154 | 14,069 | |||
Gain on investment transactions | 0 | 0 | 86,272 | 3,888 | |||
Other non-operating items, net | (796) | (711) | (3,737) | (1,487) | |||
Intercompany income (charges) | 0 | 0 | 0 | 0 | |||
Income Before Income Taxes | 87,485 | 117,254 | 238,466 | 315,139 | |||
Income tax (benefit) expense | 23,835 | 32,816 | 61,612 | 89,518 | |||
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 | |||
Net Income | 63,650 | $ 113,204 | 84,438 | $ 141,183 | 176,854 | 225,621 | |
Net loss attributable to noncontrolling interests | 7 | 4 | 11 | 10 | |||
Net Income attributable to Tribune Media Company | 63,657 | 84,442 | 176,865 | 225,631 | |||
Comprehensive Income (Loss) | 53,271 | 83,011 | 160,867 | 232,692 | |||
Eliminations | |||||||
Condensed Statement of Income Captions [Line Items] | |||||||
Operating Revenues | 0 | 0 | 0 | 0 | |||
Programming and direct operating expenses | 0 | 0 | 0 | 0 | |||
Selling, general and administrative | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Gain on sales of spectrum | 0 | ||||||
Total operating expenses | 0 | 0 | 0 | 0 | |||
Operating (Loss) Profit | 0 | 0 | 0 | 0 | |||
Income (loss) on equity investments, net | 0 | 0 | 0 | 0 | |||
Interest income | 0 | 0 | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |||
Gain on investment transactions | 0 | 0 | |||||
Other non-operating items, net | 0 | 0 | 0 | 0 | |||
Intercompany income (charges) | 0 | 0 | 0 | 0 | |||
Income Before Income Taxes | 0 | 0 | 0 | 0 | |||
Income tax (benefit) expense | 0 | 0 | 0 | 0 | |||
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | (90,103) | (117,231) | (230,042) | (295,807) | |||
Net Income | (90,103) | (117,231) | (230,042) | (295,807) | |||
Net loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net Income attributable to Tribune Media Company | (90,103) | (117,231) | (230,042) | (295,807) | |||
Comprehensive Income (Loss) | (90,306) | (116,529) | (229,917) | (295,540) | |||
Parent (Tribune Media Company) | Reportable Legal Entities | |||||||
Condensed Statement of Income Captions [Line Items] | |||||||
Operating Revenues | 0 | 0 | 0 | 0 | |||
Programming and direct operating expenses | 0 | 0 | 0 | 0 | |||
Selling, general and administrative | 24,615 | 19,570 | 48,188 | 42,434 | |||
Depreciation and amortization | 1,558 | 2,069 | 3,301 | 4,473 | |||
Gain on sales of spectrum | 0 | ||||||
Total operating expenses | 26,173 | 21,639 | 51,489 | 46,907 | |||
Operating (Loss) Profit | (26,173) | (21,639) | (51,489) | (46,907) | |||
Income (loss) on equity investments, net | 0 | 0 | 0 | 0 | |||
Interest income | 7,720 | 2,336 | 13,966 | 4,234 | |||
Interest expense | (43,777) | (41,990) | (87,392) | (82,621) | |||
Pension and other postretirement periodic benefit credit, net | 4,524 | 6,985 | 9,154 | 14,069 | |||
Gain on investment transactions | 0 | 0 | |||||
Other non-operating items, net | (842) | (711) | (2,044) | (1,487) | |||
Intercompany income (charges) | 23,578 | 12,412 | 47,156 | 24,825 | |||
Income Before Income Taxes | (34,970) | (42,607) | (70,649) | (87,887) | |||
Income tax (benefit) expense | (8,336) | (9,620) | (17,124) | (17,175) | |||
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 90,291 | 117,429 | 230,390 | 296,343 | |||
Net Income | 63,657 | 84,442 | 176,865 | 225,631 | |||
Net loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net Income attributable to Tribune Media Company | 63,657 | 84,442 | 176,865 | 225,631 | |||
Comprehensive Income (Loss) | 53,271 | 83,011 | 160,867 | 232,692 | |||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||
Condensed Statement of Income Captions [Line Items] | |||||||
Operating Revenues | 482,885 | 486,549 | 936,522 | 927,440 | |||
Programming and direct operating expenses | 231,508 | 209,872 | 449,860 | 411,215 | |||
Selling, general and administrative | 104,221 | 105,564 | 213,025 | 213,936 | |||
Depreciation and amortization | 44,468 | 49,949 | 87,838 | 99,881 | |||
Gain on sales of spectrum | (133,197) | ||||||
Total operating expenses | 380,197 | 365,385 | 750,723 | 591,835 | |||
Operating (Loss) Profit | 102,688 | 121,164 | 185,799 | 335,605 | |||
Income (loss) on equity investments, net | 47,177 | 42,684 | 93,634 | 82,042 | |||
Interest income | 0 | 0 | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |||
Gain on investment transactions | 0 | 0 | |||||
Other non-operating items, net | 0 | 0 | (1,000) | 0 | |||
Intercompany income (charges) | (23,578) | (12,369) | (47,156) | (24,740) | |||
Income Before Income Taxes | 126,287 | 151,479 | 231,277 | 392,907 | |||
Income tax (benefit) expense | 33,094 | 40,272 | 61,741 | 104,122 | |||
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | (188) | (198) | (348) | (536) | |||
Net Income | 93,005 | 111,009 | 169,188 | 288,249 | |||
Net loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net Income attributable to Tribune Media Company | 93,005 | 111,009 | 169,188 | 288,249 | |||
Comprehensive Income (Loss) | 92,998 | 110,968 | 169,166 | 288,183 | |||
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||||
Condensed Statement of Income Captions [Line Items] | |||||||
Operating Revenues | 1,151 | 2,809 | 2,502 | 5,553 | |||
Programming and direct operating expenses | 662 | 580 | 1,360 | 1,366 | |||
Selling, general and administrative | 864 | 744 | 1,749 | 1,464 | |||
Depreciation and amortization | 2,859 | 2,944 | 5,719 | 6,070 | |||
Gain on sales of spectrum | 0 | ||||||
Total operating expenses | 4,385 | 4,268 | 8,828 | 8,900 | |||
Operating (Loss) Profit | (3,234) | (1,459) | (6,326) | (3,347) | |||
Income (loss) on equity investments, net | (650) | 9,884 | (1,422) | 9,663 | |||
Interest income | 6 | 0 | 7 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |||
Gain on investment transactions | 86,272 | 3,888 | |||||
Other non-operating items, net | 46 | 0 | (693) | 0 | |||
Intercompany income (charges) | 0 | (43) | 0 | (85) | |||
Income Before Income Taxes | (3,832) | 8,382 | 77,838 | 10,119 | |||
Income tax (benefit) expense | (923) | 2,164 | 16,995 | 2,571 | |||
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 | |||
Net Income | (2,909) | 6,218 | 60,843 | 7,548 | |||
Net loss attributable to noncontrolling interests | 7 | 4 | 11 | 10 | |||
Net Income attributable to Tribune Media Company | (2,902) | 6,222 | 60,854 | 7,558 | |||
Comprehensive Income (Loss) | $ (2,692) | $ 5,561 | $ 60,751 | $ 7,357 | |||
[1] | (1) Operating profit (loss) for each segment excludes income and loss on equity investments, interest income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
Condensed Balance Sheet Statements, Captions [Line Items] | |||||||
Cash and cash equivalents | $ 1,314,108 | $ 1,063,041 | $ 828,850 | ||||
Restricted cash and cash equivalents | 16,607 | 16,607 | 16,607 | ||||
Accounts receivable, net | 421,309 | 416,938 | |||||
Broadcast rights | 72,598 | 98,269 | |||||
Income taxes receivable | 17,607 | 23,922 | |||||
Prepaid expenses | 27,009 | 19,444 | |||||
Other | 8,865 | 7,509 | |||||
Total current assets | 1,878,103 | 1,645,730 | |||||
Property, plant and equipment | 646,743 | 687,377 | |||||
Accumulated depreciation | (285,262) | (266,078) | |||||
Net properties | 361,481 | 421,299 | |||||
Investments in subsidiaries | 0 | 0 | |||||
Broadcast rights | 70,027 | 95,876 | |||||
Operating lease right-of-use assets | 196,408 | 0 | |||||
Goodwill | 3,228,547 | 3,228,601 | |||||
Other intangible assets, net | 1,370,614 | 1,442,456 | |||||
Assets held for sale | [1] | 62,789 | 0 | ||||
Investments | 1,154,700 | 1,264,437 | |||||
Intercompany receivables | 0 | 0 | |||||
Other | 140,111 | 152,992 | |||||
Total other assets | 6,223,196 | 6,184,362 | |||||
Total Assets (1) | [2] | 8,462,780 | 8,251,391 | ||||
Accounts payable | 42,502 | 44,897 | |||||
Income taxes payable | 55,509 | 9,973 | |||||
Contracts payable for broadcast rights | 212,046 | 232,687 | |||||
Deferred revenue | 13,867 | 12,508 | |||||
Interest payable | 30,652 | 30,086 | |||||
Operating lease liabilities | 19,904 | 0 | |||||
Other | 111,236 | 121,642 | |||||
Total current liabilities | 485,716 | 451,793 | |||||
Long-term debt | 2,929,522 | 2,926,083 | |||||
Deferred income taxes | 516,216 | 573,924 | |||||
Contracts payable for broadcast rights | 171,143 | 233,275 | |||||
Operating lease liabilities | 192,378 | 0 | |||||
Intercompany payables | 0 | 0 | |||||
Other obligations | 501,288 | 543,219 | |||||
Total non-current liabilities | 4,310,547 | 4,276,501 | |||||
Total Liabilities (1) | [2] | 4,796,263 | 4,728,294 | ||||
Common stock | 102 | 102 | |||||
Treasury stock | (632,194) | (632,194) | |||||
Additional paid-in-capital | 4,045,530 | 4,031,233 | |||||
Retained earnings (deficit) | 368,621 | 223,734 | |||||
Accumulated other comprehensive (loss) income | (120,965) | (104,967) | |||||
Total Tribune Media Company shareholders’ equity | 3,661,094 | 3,517,908 | |||||
Noncontrolling interests | 5,423 | 5,189 | |||||
Total shareholders’ equity | 3,666,517 | $ 3,625,765 | 3,523,097 | 3,411,382 | $ 3,345,135 | $ 3,217,180 | |
Total Liabilities and Shareholders’ Equity | 8,462,780 | 8,251,391 | |||||
Eliminations | |||||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||||
Cash and cash equivalents | 0 | 0 | 0 | ||||
Restricted cash and cash equivalents | 0 | 0 | 0 | ||||
Accounts receivable, net | 0 | 0 | |||||
Broadcast rights | 0 | 0 | |||||
Income taxes receivable | 0 | 0 | |||||
Prepaid expenses | 0 | 0 | |||||
Other | 0 | 0 | |||||
Total current assets | 0 | 0 | |||||
Property, plant and equipment | 0 | 0 | |||||
Accumulated depreciation | 0 | 0 | |||||
Net properties | 0 | 0 | |||||
Investments in subsidiaries | (11,206,361) | (10,959,195) | |||||
Broadcast rights | 0 | 0 | |||||
Operating lease right-of-use assets | 0 | ||||||
Goodwill | 0 | 0 | |||||
Other intangible assets, net | 0 | 0 | |||||
Assets held for sale | 0 | ||||||
Investments | 0 | 0 | |||||
Intercompany receivables | (11,797,279) | (11,006,702) | |||||
Other | (68,870) | (61,210) | |||||
Total other assets | (11,866,149) | (11,067,912) | |||||
Total Assets (1) | (23,072,510) | (22,027,107) | |||||
Accounts payable | 0 | 0 | |||||
Income taxes payable | 0 | 0 | |||||
Contracts payable for broadcast rights | 0 | 0 | |||||
Deferred revenue | 0 | 0 | |||||
Interest payable | 0 | 0 | |||||
Operating lease liabilities | 0 | ||||||
Other | 0 | 0 | |||||
Total current liabilities | 0 | 0 | |||||
Long-term debt | 0 | 0 | |||||
Deferred income taxes | (68,870) | (61,210) | |||||
Contracts payable for broadcast rights | 0 | 0 | |||||
Operating lease liabilities | 0 | ||||||
Intercompany payables | (11,797,279) | (11,006,702) | |||||
Other obligations | 0 | 0 | |||||
Total non-current liabilities | (11,866,149) | (11,067,912) | |||||
Total Liabilities (1) | (11,866,149) | (11,067,912) | |||||
Common stock | 0 | 0 | |||||
Treasury stock | 0 | 0 | |||||
Additional paid-in-capital | (9,221,800) | (9,221,800) | |||||
Retained earnings (deficit) | (1,985,979) | (1,738,688) | |||||
Accumulated other comprehensive (loss) income | 1,418 | 1,293 | |||||
Total Tribune Media Company shareholders’ equity | (11,206,361) | (10,959,195) | |||||
Noncontrolling interests | 0 | 0 | |||||
Total shareholders’ equity | (11,206,361) | (10,959,195) | |||||
Total Liabilities and Shareholders’ Equity | (23,072,510) | (22,027,107) | |||||
Parent (Tribune Media Company) | Reportable Legal Entities | |||||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||||
Cash and cash equivalents | 1,309,266 | 1,058,961 | 824,532 | ||||
Restricted cash and cash equivalents | 16,607 | 16,607 | 16,607 | ||||
Accounts receivable, net | 60 | 323 | |||||
Broadcast rights | 0 | 0 | |||||
Income taxes receivable | 0 | 0 | |||||
Prepaid expenses | 10,608 | 6,992 | |||||
Other | 7,035 | 6,201 | |||||
Total current assets | 1,343,576 | 1,089,084 | |||||
Property, plant and equipment | 45,237 | 45,684 | |||||
Accumulated depreciation | (34,768) | (31,920) | |||||
Net properties | 10,469 | 13,764 | |||||
Investments in subsidiaries | 11,147,221 | 10,899,707 | |||||
Broadcast rights | 0 | 0 | |||||
Operating lease right-of-use assets | 7,796 | ||||||
Goodwill | 0 | 0 | |||||
Other intangible assets, net | 0 | 0 | |||||
Assets held for sale | 0 | ||||||
Investments | 850 | 850 | |||||
Intercompany receivables | 3,203,083 | 2,987,672 | |||||
Other | 65,491 | 69,856 | |||||
Total other assets | 3,277,220 | 3,058,378 | |||||
Total Assets (1) | 15,778,486 | 15,060,933 | |||||
Accounts payable | 21,464 | 23,051 | |||||
Income taxes payable | 0 | 0 | |||||
Contracts payable for broadcast rights | 0 | 0 | |||||
Deferred revenue | 0 | 0 | |||||
Interest payable | 30,652 | 30,086 | |||||
Operating lease liabilities | 1,664 | ||||||
Other | 54,004 | 44,702 | |||||
Total current liabilities | 107,784 | 97,839 | |||||
Long-term debt | 2,929,522 | 2,926,083 | |||||
Deferred income taxes | 0 | 0 | |||||
Contracts payable for broadcast rights | 0 | 0 | |||||
Operating lease liabilities | 8,227 | ||||||
Intercompany payables | 8,681,608 | 8,121,544 | |||||
Other obligations | 390,251 | 397,559 | |||||
Total non-current liabilities | 12,009,608 | 11,445,186 | |||||
Total Liabilities (1) | 12,117,392 | 11,543,025 | |||||
Common stock | 102 | 102 | |||||
Treasury stock | (632,194) | (632,194) | |||||
Additional paid-in-capital | 4,045,530 | 4,031,233 | |||||
Retained earnings (deficit) | 368,621 | 223,734 | |||||
Accumulated other comprehensive (loss) income | (120,965) | (104,967) | |||||
Total Tribune Media Company shareholders’ equity | 3,661,094 | 3,517,908 | |||||
Noncontrolling interests | 0 | 0 | |||||
Total shareholders’ equity | 3,661,094 | 3,517,908 | |||||
Total Liabilities and Shareholders’ Equity | 15,778,486 | 15,060,933 | |||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||||
Cash and cash equivalents | 1,730 | 904 | 1,430 | ||||
Restricted cash and cash equivalents | 0 | 0 | 0 | ||||
Accounts receivable, net | 420,860 | 415,836 | |||||
Broadcast rights | 71,923 | 96,308 | |||||
Income taxes receivable | 17,607 | 23,922 | |||||
Prepaid expenses | 16,121 | 12,139 | |||||
Other | 1,233 | 1,305 | |||||
Total current assets | 529,474 | 550,414 | |||||
Property, plant and equipment | 571,828 | 612,282 | |||||
Accumulated depreciation | (248,736) | (232,469) | |||||
Net properties | 323,092 | 379,813 | |||||
Investments in subsidiaries | 59,140 | 59,488 | |||||
Broadcast rights | 69,723 | 95,482 | |||||
Operating lease right-of-use assets | 188,474 | ||||||
Goodwill | 3,220,300 | 3,220,300 | |||||
Other intangible assets, net | 1,309,032 | 1,375,180 | |||||
Assets held for sale | 62,789 | ||||||
Investments | 1,145,684 | 1,233,522 | |||||
Intercompany receivables | 7,113,348 | 6,571,444 | |||||
Other | 135,641 | 141,117 | |||||
Total other assets | 13,244,991 | 12,637,045 | |||||
Total Assets (1) | 14,156,697 | 13,626,760 | |||||
Accounts payable | 19,609 | 20,357 | |||||
Income taxes payable | 55,509 | 9,973 | |||||
Contracts payable for broadcast rights | 211,176 | 230,501 | |||||
Deferred revenue | 12,973 | 11,639 | |||||
Interest payable | 0 | 0 | |||||
Operating lease liabilities | 18,204 | ||||||
Other | 56,229 | 76,694 | |||||
Total current liabilities | 373,700 | 349,164 | |||||
Long-term debt | 0 | 0 | |||||
Deferred income taxes | 585,086 | 570,933 | |||||
Contracts payable for broadcast rights | 170,803 | 232,850 | |||||
Operating lease liabilities | 184,049 | ||||||
Intercompany payables | 2,393,930 | 2,176,908 | |||||
Other obligations | 87,306 | 121,497 | |||||
Total non-current liabilities | 3,421,174 | 3,102,188 | |||||
Total Liabilities (1) | 3,794,874 | 3,451,352 | |||||
Common stock | 0 | 0 | |||||
Treasury stock | 0 | 0 | |||||
Additional paid-in-capital | 8,307,898 | 8,307,898 | |||||
Retained earnings (deficit) | 2,055,177 | 1,868,740 | |||||
Accumulated other comprehensive (loss) income | (1,252) | (1,230) | |||||
Total Tribune Media Company shareholders’ equity | 10,361,823 | 10,175,408 | |||||
Noncontrolling interests | 0 | 0 | |||||
Total shareholders’ equity | 10,361,823 | 10,175,408 | |||||
Total Liabilities and Shareholders’ Equity | 14,156,697 | 13,626,760 | |||||
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||||
Cash and cash equivalents | 3,112 | 3,176 | 2,888 | ||||
Restricted cash and cash equivalents | 0 | 0 | $ 0 | ||||
Accounts receivable, net | 389 | 779 | |||||
Broadcast rights | 675 | 1,961 | |||||
Income taxes receivable | 0 | 0 | |||||
Prepaid expenses | 280 | 313 | |||||
Other | 597 | 3 | |||||
Total current assets | 5,053 | 6,232 | |||||
Property, plant and equipment | 29,678 | 29,411 | |||||
Accumulated depreciation | (1,758) | (1,689) | |||||
Net properties | 27,920 | 27,722 | |||||
Investments in subsidiaries | 0 | 0 | |||||
Broadcast rights | 304 | 394 | |||||
Operating lease right-of-use assets | 138 | ||||||
Goodwill | 8,247 | 8,301 | |||||
Other intangible assets, net | 61,582 | 67,276 | |||||
Assets held for sale | 0 | ||||||
Investments | 8,166 | 30,065 | |||||
Intercompany receivables | 1,480,848 | 1,447,586 | |||||
Other | 7,849 | 3,229 | |||||
Total other assets | 1,567,134 | 1,556,851 | |||||
Total Assets (1) | 1,600,107 | 1,590,805 | |||||
Accounts payable | 1,429 | 1,489 | |||||
Income taxes payable | 0 | 0 | |||||
Contracts payable for broadcast rights | 870 | 2,186 | |||||
Deferred revenue | 894 | 869 | |||||
Interest payable | 0 | 0 | |||||
Operating lease liabilities | 36 | ||||||
Other | 1,003 | 246 | |||||
Total current liabilities | 4,232 | 4,790 | |||||
Long-term debt | 0 | 0 | |||||
Deferred income taxes | 0 | 64,201 | |||||
Contracts payable for broadcast rights | 340 | 425 | |||||
Operating lease liabilities | 102 | ||||||
Intercompany payables | 721,741 | 708,250 | |||||
Other obligations | 23,731 | 24,163 | |||||
Total non-current liabilities | 745,914 | 797,039 | |||||
Total Liabilities (1) | 750,146 | 801,829 | |||||
Common stock | 0 | 0 | |||||
Treasury stock | 0 | 0 | |||||
Additional paid-in-capital | 913,902 | 913,902 | |||||
Retained earnings (deficit) | (69,198) | (130,052) | |||||
Accumulated other comprehensive (loss) income | (166) | (63) | |||||
Total Tribune Media Company shareholders’ equity | 844,538 | 783,787 | |||||
Noncontrolling interests | 5,423 | 5,189 | |||||
Total shareholders’ equity | 849,961 | 788,976 | |||||
Total Liabilities and Shareholders’ Equity | $ 1,600,107 | $ 1,590,805 | |||||
[1] | (2) See Note 2 for information regarding assets held for sale. | ||||||
[2] | (1) The Company’s consolidated total assets as of June 30, 2019 and December 31, 2018 include total assets of variable interest entities (“VIEs”) of $66 million and $73 million , respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of June 30, 2019 and December 31, 2018 include total liabilities of the VIEs of $26 million and $28 million , respectively, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash (used in) provided by operating activities | $ 210,263 | $ 220,941 | |||
Capital expenditures | $ (17,229) | $ (11,274) | (30,607) | (24,947) | |
Spectrum repack reimbursements | 5,947 | 1,698 | |||
Proceeds from the sales of investments | 107,547 | 3,890 | |||
Other, net | (919) | 1,615 | |||
Net cash provided by (used in) investing activities | 81,968 | (17,744) | |||
Payments of dividends | (44,175) | (43,847) | |||
Tax withholdings related to net share settlements of share-based awards | (8,630) | (5,723) | |||
Proceeds from stock option exercises | 11,396 | 581 | |||
Contribution from/(distributions to) noncontrolling interests | 245 | (2) | |||
Change in intercompany receivables and payables and intercompany contributions | 0 | 0 | |||
Net cash used in financing activities | (41,164) | (48,991) | |||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 251,067 | 154,206 | |||
Cash, cash equivalents and restricted cash, beginning of period | 1,079,648 | 691,251 | |||
Cash, cash equivalents and restricted cash, end of period | 1,330,715 | 845,457 | 1,330,715 | 845,457 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | |||||
Cash and cash equivalents | 1,314,108 | 828,850 | 1,314,108 | 828,850 | $ 1,063,041 |
Restricted cash and cash equivalents | 16,607 | 16,607 | 16,607 | 16,607 | 16,607 |
Cash, cash equivalents and restricted cash, end of period | 1,330,715 | 845,457 | 1,330,715 | 845,457 | |
Eliminations | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash (used in) provided by operating activities | 0 | 0 | |||
Capital expenditures | 0 | 0 | |||
Spectrum repack reimbursements | 0 | 0 | |||
Proceeds from the sales of investments | 0 | 0 | |||
Other, net | 0 | 0 | |||
Net cash provided by (used in) investing activities | 0 | 0 | |||
Payments of dividends | 0 | 0 | |||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | |||
Proceeds from stock option exercises | 0 | 0 | |||
Contribution from/(distributions to) noncontrolling interests | 0 | 0 | |||
Change in intercompany receivables and payables and intercompany contributions | 0 | 0 | |||
Net cash used in financing activities | 0 | 0 | |||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 0 | 0 | |||
Cash, cash equivalents and restricted cash, beginning of period | 0 | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | 0 | 0 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | 0 |
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | 0 | 0 | |
Parent (Tribune Media Company) | Reportable Legal Entities | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash (used in) provided by operating activities | (51,751) | (83,042) | |||
Capital expenditures | (1,188) | (6,087) | |||
Spectrum repack reimbursements | 0 | 0 | |||
Proceeds from the sales of investments | 0 | 0 | |||
Other, net | 0 | 0 | |||
Net cash provided by (used in) investing activities | (1,188) | (6,087) | |||
Payments of dividends | (44,175) | (43,847) | |||
Tax withholdings related to net share settlements of share-based awards | (8,630) | (5,723) | |||
Proceeds from stock option exercises | 11,396 | 581 | |||
Contribution from/(distributions to) noncontrolling interests | 0 | 0 | |||
Change in intercompany receivables and payables and intercompany contributions | 344,653 | 291,389 | |||
Net cash used in financing activities | 303,244 | 242,400 | |||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 250,305 | 153,271 | |||
Cash, cash equivalents and restricted cash, beginning of period | 1,075,568 | 687,868 | |||
Cash, cash equivalents and restricted cash, end of period | 1,325,873 | 841,139 | 1,325,873 | 841,139 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | |||||
Cash and cash equivalents | 1,309,266 | 824,532 | 1,309,266 | 824,532 | 1,058,961 |
Restricted cash and cash equivalents | 16,607 | 16,607 | 16,607 | 16,607 | 16,607 |
Cash, cash equivalents and restricted cash, end of period | 1,325,873 | 841,139 | 1,325,873 | 841,139 | |
Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash (used in) provided by operating activities | 350,238 | 327,636 | |||
Capital expenditures | (29,558) | (18,785) | |||
Spectrum repack reimbursements | 5,947 | 1,698 | |||
Proceeds from the sales of investments | 0 | 0 | |||
Other, net | (919) | 2 | |||
Net cash provided by (used in) investing activities | (24,530) | (17,085) | |||
Payments of dividends | 0 | 0 | |||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | |||
Proceeds from stock option exercises | 0 | 0 | |||
Contribution from/(distributions to) noncontrolling interests | 0 | 0 | |||
Change in intercompany receivables and payables and intercompany contributions | (324,882) | (310,622) | |||
Net cash used in financing activities | (324,882) | (310,622) | |||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 826 | (71) | |||
Cash, cash equivalents and restricted cash, beginning of period | 904 | 1,501 | |||
Cash, cash equivalents and restricted cash, end of period | 1,730 | 1,430 | 1,730 | 1,430 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | |||||
Cash and cash equivalents | 1,730 | 1,430 | 1,730 | 1,430 | 904 |
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | 0 |
Cash, cash equivalents and restricted cash, end of period | 1,730 | 1,430 | 1,730 | 1,430 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash (used in) provided by operating activities | (88,224) | (23,653) | |||
Capital expenditures | 139 | (75) | |||
Spectrum repack reimbursements | 0 | 0 | |||
Proceeds from the sales of investments | 107,547 | 3,890 | |||
Other, net | 0 | 1,613 | |||
Net cash provided by (used in) investing activities | 107,686 | 5,428 | |||
Payments of dividends | 0 | 0 | |||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | |||
Proceeds from stock option exercises | 0 | 0 | |||
Contribution from/(distributions to) noncontrolling interests | 245 | (2) | |||
Change in intercompany receivables and payables and intercompany contributions | (19,771) | 19,233 | |||
Net cash used in financing activities | (19,526) | 19,231 | |||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | (64) | 1,006 | |||
Cash, cash equivalents and restricted cash, beginning of period | 3,176 | 1,882 | |||
Cash, cash equivalents and restricted cash, end of period | 3,112 | 2,888 | 3,112 | 2,888 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | |||||
Cash and cash equivalents | 3,112 | 2,888 | 3,112 | 2,888 | 3,176 |
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | $ 0 |
Cash, cash equivalents and restricted cash, end of period | $ 3,112 | $ 2,888 | $ 3,112 | $ 2,888 |